The Broken-Hearted Wizard
by ihlonial
Summary: At the beginning of Season 3, Valtor breaks free from the Omega Dimension and wreaks havoc on Andros. Bloom and the Winx go to stop him and are brutally defeated. While recovering, Bloom meets with Daphne and learns about Valtor's past. Valtor had fallen in love with Bloom's mother, Marion. But after she broke his heart, he vowed to take revenge, and now he is after Bloom.
1. Chapter 1

**_I do not own Winx Club, it all belongs to Ignio Straffi and Rainbow S.r.l. I simply find enjoyment in tweaking the story just a bit. I hope you guys enjoy this story, and I'd love to hear what y'all think!_**

_The Winx have returned from Stella's failure of a Princess Ball in time for the new school year to start. And this year, they are seniors. Layla has received word that trouble is brewing on Andros. Little do any of the girls know the trouble._

Chapter 1:

It was dark, Grizelda – doing her nightly routine – marched down the hallway, carefully listening and watching for any young fairies out of bed. No students were allowed to leave their dorms at such an hour, the professor sniffed at the idea of fairies staying up frivolously throughout the night. She clung her clipboard a bit tighter and quickened her pace, she stopped when she heard music coming from farther down the hall. She sniffed again when she saw light coming from the Winx's dorm room.

Grizelda marched towards the door, her hand balled into a fist and raised, ready to knock the door down, if need be.

"Leave them be, Grizelda." Mr. Faragonda lowered the hand. "These girls have had a long day, I think they could use the celebration."

"But it's a quarter to 11:00. Lights out was at 9:00!" Grizelda huffed.

Faragonda winked, "I think we can let it pass just this one time, don't you think?" Her lips curled into a smile, she clasped her hand together and gracefully walked towards the staircase.

Grizelda closed her gaping mouth and clutched her clipboard even tighter before sighing and returning to her routine. She began the descent down to the main floor, when she heard a door open. She craned her neck and with her hawk-like vision, saw Layla close the main door behind her and shuffle into the school.

She opened her mouth to punish Layla, but shut it when she remembered that Layla had been given special permission to leave to take care of whatever was happening on Andros.

She cleared her throat, "I see that you're home safe."

Layla looked up from the ground, she looked tired and…sad. "I guess you could say that."

"Well I won't keep you up, get some sleep." Grizelda tried to smile at Layla, but her lips wouldn't budge, only twitching in defiance. "Good night." She turned and headed towards the staff suites.

"Good night." Layla mumbled. With her head down low, the Princess of Andros headed to her dorm room.

* * *

"Can you believe it's the first day of school?" Flora twirled about the room. "Already so much has happened to us."

"Don't even _mention_ my Princess Ball. I don't want to hear about it." Stella buried her face in the nearest pillow on Bloom's bed.

"Look at all the new students! We used to be just like them!" Bloom was at the window peering down at the quad.

"You know what we should do after school today?" Stella suddenly perked up, "We should all celebrate the beginning of the school year and the return of my good looks!"

"I like the sound of that." Musa and Tecna nodded in agreement.

"What do you say, Layla? You in for girls night?" Flora scooted next to Layla on Bloom's bed.

Layla looked up, all the girls smiled brightly at her, but she could see the worry in their eyes. She knew that they were concerned about her and wanted to know what happened on Andros. "Yeah, sure." She nodded before standing and heading towards the door. "I need to go unpack."

As the door closed behind her, the girls each eyed each other.

"Do you think something happened on Andros?" Musa asked.

"I don't know," Bloom tilted her head, "But Layla isn't herself, that's for sure."

"Ah, I'm sure it's just jet lag." Stella waved her hand as if fanning her worries away. "C'mon girls, let's get to class."

Bloom glanced over at Layla's closed door and frowned. She was almost positive it was not jet lag.

* * *

"Did you see that new student from Melody?" Flora asked. The girls were waiting in the living room of their dorm for Layla to go out tonight

"Galatea? She's amazing!" Musa nodded.

"What about that girl from Zenith, and didn't you know that Nova girl?" Bloom pointed at Stella.

"Me?" Stella asked, and then grinned, "Nova and I were once good friends. I got her to tell me the latest gossip on Solaria. _Apparently_, Cassandra is _mind washing_ my father…and _Chimera_ is taking _my_ spotlight!" She ground her teeth together and eventually her growls faded into nothing.

"What's taking Layla so long?" Flora asked. "She's been in there all day."

They all looked at the closed door.

` Musa slid to the door, and not bothering to knock shouted, "Hey, Layla!"

A few seconds passed before Layla cracked the door open and saw five pairs of eyes staring back at her.

Bloom grinned, "C'mon, its girls night! Remember?"

Layla's eyes fell to the ground, "Sorry girls, maybe some other time. I have a lot on my mind."

Musa shook her head, "Layla, we're your friends. We want to help if we can, but you gotta let us in."

Layla looked up at the girls and suddenly her eyes began to brim with tears.

Flora rushed over, "Take a seat, Layla. We're here for you." They led Layla to the couch and waited for the emotions to pass.

"My planet, Andros, was attacked by a powerful wizard named Valtor. Apparently he escaped from the Omega Dimension and came through the Omega Portal that we guard on Andros. He's destroying the entire planet and we can't stop him, no matter how hard we've tried." Layla's voice was cold and emotionless.

The girls glanced at one other, each reading the same expression: fear.

"But I thought the prisoners in Omega were imprisoned to never escape, or even move." Bloom said. "How did he get out?"

"Our guess is the Trix."

The girls gasped.

"Icy and the others were sent to Omega the very same day that Valtor broke free."

Tecna rolled her eyes, "And I wouldn't be surprised to find out that Icy was able to break free from those ice coffins."

Layla nodded, "Exactly what we thought."

"Hasn't anyone come to help?" Flora asked.

"The Magix Council has sent us reinforcements, but no matter how hard we try, everyone who faces Valtor ends up becoming one of his minions, they become these horrible, monstrous creatures. And I don't think Valtor will stop there, The Magix Council says that we should be worried about all the realms and planets. The whole universe is in danger."

Bloom tightened her jaw, lost in thought.

"Oh Bloom, I know that face." Stella frowned, "Please don't say what you're thinking."

"Stella!" Bloom exclaimed. "Layla is our friend, and her planet is in danger. We _have _to help!"

The other girls nodded and cheered in agreement.

"We're not gonna let Layla down." Musa said.

Bloom's facial expression drew serious, "We're going to stop Valtor, we're going to save Andros. I don't want what happened to Domino to happen to Layla's planet too. I'm not going to let that happen."

Layla looked up at her friends, "Thanks guys. This means a lot to me."

Stella rolled her eyes but then winked. "Count me in!"

* * *

"Does Andros normally look this bleak?" Stella hesitantly landed on the sandy beach. Her face made it clear she did not like what she saw. The sky was completely blacked out with thick, dark clouds that nearly choked out all the light. The waters weren't much of an improvement: dark, murky, and still, as if it were a dead sea.

"You know the answer to that question." Layla retorted and landed next to her. "You girls really don't have to stay if you don't want to. I don't want to force you."

Bloom shook her head. "No way, we came here to help you, so that is exactly what we are going to do!"

"And we can't let you have all the fun!" Musa joked.

"Layla? Is that you?" A voice shouted out from the ocean.

The girls turned, a beautiful red-haired mermaid was swimming closer and closer to the shore, only her torso visible above the water line, but Bloom could see her skin slowly fade into scales along her waist. She had never seen a mermaid before and watched in awe as the mermaid finally reached the shore. Her red hair was pulled back into a long ponytail, and her eyes were gold. Small red, yellow, and blue wings sprung from her back and her tail was light shade of violet. She was holding a threatening looking sword, but it was loose in her hands. Bloom could see that the mermaid looked exhausted.

"Tressa! You're okay!" Layla ran into the ocean, not caring that she was knee deep in brown water.

The young mermaid threw the sword aside and let Layla run into her embrace. "It's horrible, all of the mermaids….they're monsters. And mother was kidnapped by them, I know where she is, but I can't save her, there's too many of them!" She began to cry

"It's okay Tressa." Layla grabbed ahold of Tressa's shoulders. "I brought friends who can help. Meet the Winx! Girls, this is my cousin, Tressa."

The mermaid looked over at the Winx with wide eyes. "I don't understand, why would you risk your lives for us?"

"It's kind of what we do." Stella sighed.

Bloom waded into the water and grabbed ahold of the mergirl's hand. "We'll do everything we can to stop Valtor from destroying your planet."

"Speaking of Valtor," Tecna was holding a computer in her hand, "My scans detect an incredibly powerful lifeform over in that direction." She pointed out towards the ocean where in the distance Bloom could see the ruins of some abandoned palace.

"But what about my family?" Tressa asked.

Layla looked conflicted. "Tressa's right, my family is in danger."

"Then go to them. We'll take care of Valtor." Bloom said. "Just let us know if you need backup." She flew up into the air and waved at Tressa and Layla down below. "You guys be careful."

The rest of the girls rose up and followed Bloom towards the ruins.

* * *

Icy studied Valtor. His clothing looked outdated, but not unattractive. Seventeen years in the ice prison had treated him kindly, _very_ kindly. His hair reached just below his waist, light in color, smooth and flawless. He had pale skin, high and strong cheekbones, a chiseled jawline and sharp hawk-like grey eyes. He wore a loose, ruffled white shirt underneath a maroon vest laced tightly across his broad chest. He wore a dark maroon coat, the hem gathering below his ankles. His violet pants were tucked into his tall, black boots. With all the layers, his muscular build was easily hidden, but Icy could see by the way he stood that Valtor was incredibly strong. He looked young, in his late twenties or early thirties; but with wizards, you could never tell.

Icy liked Valtor.

"So…now what?" Darcy slumped against a crumbled statue. They were sitting within a bubble of air underwater, created by Valtor. They watched as around them, mermaid minions skulked and watched from outside the bubble. "We have are minions now. Are we just going to sit here?"

Stormy nodded in agreement, "Yeah, why are we still here?"

Valtor raised a hand, "Silence we're waiting."

Darcy slumped even lower, For what?" She glared at Icy and mouthed, "_Bored."_

"We're not waiting for what, but _who._" Valtor's lips curled into a wicked smile, "We are about to have company."

Icy walked over to her sisters. Darcy and Stormy didn't look happy, "I thought this guy was going to be exciting! I thing being trapped in that ice has made him slow!" Darcy whispered. "We should leave now before we die of boredom. "of boredom."

Icy held her sister in place, her long blue nails digging into their shoulders. "Let's wait and see just what kind of company he brings. Besides, don't you find his aura intriguing? He has so much negative energy, he's for sure one of us…we just have to let him warm up."

Dracy flung her brown hair behind her, "He had better impress me quickly."

Stormy ripped free from Icy's grip and pointed up towards the surface. "Sisters! Look! It's the Winx!" Five shadowy figures were flying over the ruins.

"What are _they _doing here?" Darcy exclaimed

"I bet the Andros princess brought them here." Icy ground her teeth. "Come on, let's take care of them."

"Stop." Valtor, on the opposite side of the bubble turned to face them. "You follow my rules, you follow _only_ my rules." His voice was calm, but the Trix could feel powerful energy behind that voice.

Icy, unafraid of the powerful wizard, sidled up to him, linking an arm through his. "What do you plan on doing, Valtor? I think I should let you know that these throat-gagging _pixies_ are a waste of your time. Let my sisters and I take care of them, it's the least we can do."

Valtor turned to look into Icy's eyes. "Have you defeated them before?"

"Well…" Icy dug her nails into her palms, she detested the idea of Valtor seeing her as weak and powerless. She wanted – no - _needed_ him to see her as someone he could share the glory with. As much as Valtor most likely wouldn't admit it, they were a lot alike. She yearned for power and control just as he did. The only difference was that Bloom and her little club ruined _everything_. This was her one chance to prove _she_ was the most powerful witch in the entire Dimension.

"I see." Valtor smirked, the silence was answer enough. "I want you and your sisters to distract the Winx from Bloom, she is the only one I truly need. But I want the others alive as well, for scientific reason. I hope that you can…_restrain_ yourselves. Can you handle that?"

"Can we handle it?" Icy said through gritted teeth. "You can't treat us like your minions. We agreed to work with you, not _for _you! Don't play around…or else you'll be dealing with another seventeen years under a layer of ice." Her hand was glowing with a deadly sheen of white.

He chuckled. "If you want even a _piece_ of the power that I have, you'll have to listen to me...and right now I need you to obey me."

Icy shot one last withering stare before turning to leave.

"Oh and Icy," Valtor stopped her, he was facing away from her, but she could still the upward curl of his lips and his half-closed eyes. "If you _were_ a minion, you would be dead before you had even finished that threat. Watch your tongue the next time."

Icy felt the pain of her nails in her palms, she looked down and saw a small drop of red trickle free from underneath her perfectly manicured nail. She breathed in deep, she wasn't going to let him see her weak. She would prove to him, she would be worthy of his praise.

"Sisters, with me." She commanded.

Darcy and Stormy, who had witnessed the whole conversation, stiffly followed Icy out of the bottle and towards the surface.

* * *

Bloom looked down at the waters below her. Layla had shown the Winx photos and videos of Andros but what she was looking at now was nothing like them. She remembered the waters being so blue and clear. Layla told them how you could always see mermaids playing in the water, and how the fish were never afraid to approach you underwater. The waves were alive and playful, perfect for surfing; but looking at it now, no one would ever believe that. The waters were still, the water colorless and no mermaid tails could be seen splashing above the surface. She wondered what if this was what it was like days before her planet was destroyed.

"Bloom, I think Layla was right about the Trix." Tecna stopped and hovered midair. "I detect three other lifeforms right in front of us."

"You mean us?" Icy, Darcy, and Stormy broke through the dark clouds, each wearing their signature sneer.

"Why can't you guys just give up?" Stella shouted. "You know how this battle is going to end!"

"Oh really?" Icy raised an eyebrow. "I wouldn't get so cocky just yet, _princess."_ She jabbed her hand out in front of her, white shards of ice rocketing towards the Winx.

Stella glared at Icy, avoiding the shard just by a few inches. "I say we converge and just blast 'em out of the sky."

"My thoughts too." Musa exclaimed.

"It won't work," With a flick of her finger, a three-dimensional display of the area around them popped out of the screen like a pop-up book. The girls circled around the display, blocking the view from the Trix. Glowing green dots were scattered above the ruins. "The Trix have situated themselves to be too far apart from each other for only one conversion spell to work.

"So we split, and use our convergence on one member of the Trix. Except me, I'll take care of Icy." Bloom said. "I can handle her."

"Bloom, are you sure?" Flora's face darkened, "Icy isn't like the other Trix."

"I'll be fine, I promise." Bloom's eyes glinted. "Are you girls ready?"

The girls nodded.

Musa and Tecna nodded at each other before flying backwards away from the circle first, slowly creeping towards Stormy. Stella and Flora did the same, but towards Darcy. And Bloom stayed in the center, but her eyes were locked onto Icy's cold stare, and she daren't tear her eyes away.

"Well this is different, splitting up." Icy cooed. "I guess that means it's just me…and you." She eyed Stormy and her struggle against Musa and Tecna, she was definitely the most weak of the three. She then eyed Darcy who was holding Flora and Stella off, but quickly losing the advantage. Little did the Winx know that they had made Icy's plan that much easier. She smirked, but quickly hid it away upon seeing a fiery cannon of magic vault towards her. She dodged it and glared at Bloom.

"That's right Icy, me and you." Bloom's hand was glowing with fiery power. Flames licked up and down her arm, but the warmth was pleasant and warm to the touch.

Icy slowly crept backwards and down towards the ruin. Her hand was slowly turning a crystallized blue as ice particles gathering and swirled around. "You have no idea how long I've been waiting for _this!"_ She hissed. She launched a blade of ice at Bloom's face.

Bloom could feel the cold blade whoosh past her as she dived to the left. She was just able to steady herself when another blade blasted towards her. Growling, Bloom sliced her flames through the blade and watched satisfactorily as the blade turned to water and plummeted into the ocean below. She threw blast after blast of magic at Icy. The witch turned and raced away from the sky towards the ruins below them. The coward.

"Don't run away from me, Icy!" Bloom shouted. She looked back at her friends, they were doing fine, it seemed. She turned back and raced towards the ruin. She squinted, looking for Icy. _She must be hiding behind a boulder_. She landed in the center of the platform and looked around. Where had that witch gone?

* * *

Layla barely managed to keep up with Tressa. It was difficult swimming with a mermaid, especially a frightened one. Her arms and legs were aching from pushing herself through the murky and dark waters. With nothing but the sounds of Tressa's whimpers to distract her, Layla's thoughts strayed to her parents. Valtor had only attacked the oceans, and all the surface people had been more or less unharmed, why was Valtor's focus all on the mermaids?

Tressa gripped Layla's hand, her nails nearly puncturing the skin. "This way." She mouthed and pulled her cousin into the shadows of a looming tower ruin.

Layla said nothing, but craned her neck to see what Tressa was hiding her from. To her shock, three hideous mermaids lazily swam from behind a cluster of coral, they were snarling and gnashing their teeth together, but nothing more. She could see the reminiscence of their once-beauty. Their warty skin and shard-like teeth were just a few of the transformations Valtor had cast upon them. A wilted flower was tucked behind the ear of a blue-haired mermaid, and her back was bent out of proportion. Layla cried out in dismay. The mermaid whirled her head around, its yellow eyes scaling the ruins. Layla shrunk back, holding her breath.

Tressa grabbed Layla's wrist again, her eyes wide with fear, "Let's go." She mouthed and led Layla away from the small troop of mermaids.

As soon as they were a safe distance from the mermaids Layla opened her mouth. "Why would Valtor do such a horrible thing?"

Tressa shook her head, "I don't know, I don't anything, it happened so quickly, there was no warning. Father, Nereus, and Tritannus are out hunting, so none of them even know what is happening. It's just mother and I, and she told me to run and hide, I wish I had stayed with her." She began to shake with emotion. "Maybe I could have stopped her from being kidnapped."

"Tressa," Layla stopped Tressa from going any farther by grabbing her shoulder, "It's not your fault. You did what Ligea asked you to do, and we're going to save her."

"What if they turned her into a monster, like everyone else?"

"I'll use every bit of magic I have to make sure she's not." Layla gripped Tressa's shoulder more tightly. "I promise."

Tressa smiled weakly, "Layla, it's been so long since we've been together, but you really haven't changed. You're always looking out for me. Thank you." Her smile quickly faded and her eyebrows creased with worry.

Layla nodded. "Tressa. Ligea will be okay."

Tressa glanced at Layla, "I hope so."

The girls resumed their swim, Tressa had told Layla that Ligea was in the unused prison that had been sealed a century ago. Valtor had unsealed it and the Mermaid Queen was the only prisoner…supposedly.

"It's here." Tressa stopped Layla and pointed at the bottom of the ocean to a dark and menacing cave that had a sickly yellow glow coming from inside.

"Well this looks pleasant." Layla said through gritted teeth.

"There will be mer-monsters guarding the cell my mother is in. Do we just swim in and attack?" Tressa pulled a jagged sword from the buried ocean floor and slashed through the water.

"I think we may need a better plan than that?" Layla said slowly, the wheels in her brain were churning. "But I'd keep that sword…just in case."

**Can I just say that I loved writing the scene with Valtor? It was uber fun! Thanks for reading!**


	2. Chapter 2

"Show yourself Icy!" Bloom circled the perimeter, searching for any sign of movement. "I'm not afraid of you!"

"Ah, but you should be." A deep rumbling voice rumbled all around her.

Bloom spun around, "You're Valtor, aren't you?" She spat his name with disdain.

From behind a pillar, a man dressed in luxurious robes stepped carefully out, his boots treading across the rough surface with an air of grace. He lifted his chin and looked down at Bloom disdainfully. "You don't remember me?"

She narrowed her eyes. She had seen that man before, but where? She frowned, where…_where?_

She narrowed her eyes. "You were that man with Cassandra at Solaria."

He bowed. "Yes, I am Valtor, and I have come to finish what I had started seventeen years ago." He straightened out and adjusted his coat. "You look just like your mother." He said with a hint of scorn.

Bloom lowered her glowing hands, aghast, "My mother? What do you know about Marion?" She quickly raised her hands again, but her eyes were eager for information.

"I know many things." Valtor gave a sideways glance at her.. "But the only thing you need to know now is that I was the one who destroyed her. You're father too." His grin widened when seeing Bloom's face fall.

"_You_ were the one who destroyed Domino? And Daphne?" The fire in her eyes faded, the shock of the truth dawning on her face.

"They were an easy kill." Valtor's voice did nothing to hide his pleasure in seeing Bloom suffer. She was near to collapsing on the ground, her knees trembled beneath her and the glow of fire in her hands subsided to a mere sizzle of magic. Her lips trembled as she fought the emotion. He was the one who had destroyed her planet. It was because of him that she lost the life she was supposed to have.

_He _was to blame for everything.

"Y-you _monster_." She breathed. As quickly as it had left, her eyes burned with rage and the magic around her magnified, her hair rising from her neck.

"That's it, Bloom." Valtor linked his hands together and watched with anticipation. "Fuel your hate, hit me with your most powerful spell. Destroy me."

The air around the two of them was electrifying, dark clouds began to swirl and whorl around the small islandic ruin. It was unclear whose power was summoning the clouds, but the magic around them was thick with power, both from the same source from long ago. The Dragon Flame.

Bloom felt her rage rise inside her, like a tidal wave reaching its peak, she felt the roar come out of her throat, raw and wild. She felt the fiery power of her voice. Without even realizing what she was doing, she let her power go. She blindly thrashed her fire violently at the wizard in front of her. The sorcerer stood tall and stoic, not flinching at any of her attacks. His lips were tight, but slowly curling upwards. He crossed his arms and casually began to approach Bloom.

Bloom volleyed spell after spell at Valtor. It didn't matter where she hit him, as long as she saw him suffer. She threw spears and arrows of fire at him, and hurled giant balls of lava. Her voice was hoarse from grunting and screaming as she released her fury. She gasped for breath, blinking for a moment. She frowned, Valtor was _smiling._ Something was wrong, something she didn't anticipate. She dropped her hands, and waited to see his move.

He began to clap, slowly. The sound echoed around them, taunting Bloom. "Well done, Bloom. You definitely are the bearer of the Dragon Flame. You have talent, and you have spirit." He sighed, "But sadly, you are still only an amateur."

In a whirl of black fire, Valtor suddenly appeared only inches away from Bloom. She gasped and shrunk away from him. He grinned, his vampire-like teeth glistening white, wide with pleasure. "Now you get to feel _my _wrath."

* * *

"Mom!" Tressa swam into the tunnels of dungeons, flinging her sword behind her. Layla glanced around cautiously around them. Despite was Tressa had said about a Kraken guarding the dungeon, it had been surprisingly clear of any water beasts, and it was easier than they anticipated entering the dungeons. Layla smelled something fishy.

Queen Ligea raised her downcast eyes and suddenly her face glowed. "Tressa, my child! You're okay!" She swam to the bars of her cell and stretched her arms out to hold her daughter.

"Mom, I was so scared. I thought maybe they had turned you into a monster too!" She fought back the emotion smiled. "But Layla will save us."

Ligea glanced over at her niece and bowed her head in respect. "Thank you Layla, for sacrificing yourself for our lives."

Layla nodded, "You're family, I would do it a hundred times, if necessary. But enough chatter, I get the feeling that this dungeon won't be just the three of us for long. Tressa, use the sword to break the bars on Ligea's cell."

Tressa nodded and swam back to where she had dropped her sword.

"I suggest you stay back, your highness." Layla turned and blasted a powerful beam of water magic on the bars. The bars shuddered and shook, but remained still. The water vibrated around them with Layla's magic.

"Layla!" Tressa was next to Layla without a moment's warning. "There's something outside. I heard it."

Layla whirled around and craned her neck to listen. Sure enough the distant sound of water in motion was slowly approaching them.

"Okay, quickly, slash the bars with the sword. You can do this." Layla encouraged her, but quickly backing away from Tressa to stay out of harm's way.

"Okay mom, you're going to get out of here." Tressa gritted her teeth and with a determined intake of breath, Tressa slammed the jagged sword against the coral bars. Cracks along the surface began to form, Tressa's eyes blazed with courage as she once again brought the sword down upon the bars. The cracks widened and deepened, and with a final slash, the coral bars were shattered to bits. Dust began to settle down on the ocean floor. Ligea blinked before swimming out of her cell and embracing her daughter.

"I am so proud of you, Tressa. You are so brave, my little girl."

"Thanks mom." Tressa snuggled close.

The sound of rock against rock suddenly broke the tender moment. Layla's heart began to quicken. "Okay time to go." She began to swim towards the entrance hoping they would make it in time. But with a thunderous roar, the kraken appeared.

* * *

"Get out of our way." Stella seethed. Darcy smirked back and then in a flashed teleported directly behind Stella and tapped her on the shoulder, sniggering.

"Fairies are so stupid." Darcy said as Stella spun around with a ball of light already taking shape in her hand.

"Eat this, Darcy." Stella slammed the ball into Darcy's face and sniffed in satisfaction at Darcy's yelp of pain.

"Guys, something really bad is happening down there." Flora pointed at the island. A fog was blowing in and obscuring the figures of Bloom and the wizard named Valtor. But even from up high in the skies, the Winx could feel that awesome power that was emanating from the two of them down there.

"Point for you," Icy fluttered up to meet them, her grin more wicked than normal. "It's good to see you're still capable of stating the obvious."

Flora blinked back forming tears and raised her chin.

"Hey!" Musa shouted. "Nobody talks to my friends like that." She blasted a powerful melodic blast at Icy's head, but the witch easily dodged it.

"Girls, stop feeding the witch's egos." Tecna suddenly shouted. Her face was grim set and her voice solemn. "Don't you see they are distracting us from Bloom?"

"Oh, we aren't distracting you from it." Stormy chuckled.

"Far from it, in fact." Darcy flung her hair back and glared at Stella.

"We want to make sure that all of you see Bloom's last stand." Icy cackled. "Valtor has a few lessons that Bloom needs to learn."

* * *

Bloom felt like the world was in slow motion as she watched the black poisonous magic ooze from Valtor's body. No, ooze wasn't the right word; _engulfed_ was more like it. It was like a hungry black flame that consumed everything around it and took its energy for its own. She knew that she had lost, Valtor's magic was far more powerful than hers. He had much more experience than her. His power was ancient, and hungry from being dormant for seventeen years. She felt her own flames diminishing, dying under his grip.

He raised an eyebrow, and then curled his long fingers closed. The air from Bloom's lungs seemed to be sucked away, leaving a burning and aching pain in her throat. She gripped her neck and chocked for air. Without a moment to rest, Valtor pulled the flames back, only to shoot them back at Bloom in a horrible poisonous blast against her chest. She flew back and then crashed against a crumbling pillar. She cried hoarsely out in pain and collapsed to the ground, her body burning with excruciating pain.

The flames were gone, Bloom laid still on the harsh ground, her chest rose and fell, but every breath seared her lungs. Her face was resting against the cold stone floor. The sound of boot against stone drew closer, Bloom forced her eyes open and saw black boots standing still just a foot away from her.

Valtor crouched down, frowning, he grabbed a fistful of Bloom's hair and lifted her until her eyes met his, "You're weak. I would have expected a greater challenge from the daughter of Marion. It's disappointing really." He threw her back down on the ground, and rose. "I won't kill you in such a state."

He raised a hand, glowing with black, and his voice grew louder and more thunderous," But I will give you a taste of my power." The flames rose in more intense flames. Bloom screamed as her body became engulfed in the magic. Her body felt broken, she couldn't rise from the ground her legs shook every time she tried to rise.

In a voice as loud as thunder, Valtor spoke, "In six months' time, I will return to do battle with you and finally end my quest." The fog swirled around him, obscuring him from Bloom's sight.

Then the fog dissipated and cleared away. There was no sign of Valtor, the Trix disappeared with him.

"Bloom!" Stella's wings beat furiously before landing next to her best friend. "Bloom, tell me you're okay."

Flora, Tecna, and Musa landed quietly behind Stella, their faces were like stone as they circled around Bloom.

Bloom lifted her head and gripped Stella's hand as she shakily lifted herself up from the ground. "I-I'm fine." Her eyes were only half open and a trickle of blood was escaping the side of her lips. She sighed, it was a painful and exhausted sigh before her eyes closed and she fainted in Stella's arms.

"We need to get her back to Alfea." Tecna said. "But I can't guarantee that I can open a portal again for the second time."

"Look!" Flora said. "It's the boys."

The large Red Fountain airship rumbled high above them slowly circling its way to the surface to land. The main hatch was open and Sky was leaning out, the wind whipping his hair wildly across his face. As soon as he was closer to ground he leaped off and raced over to the Winx. His eyes never strayed from Bloom's still figure.

"What happened?" He asked, he lifted her into his arms and cradled her.

Stella didn't let go of one of her hands. "A wizard named Valtor, he attacked her."

"The Trix distracted us." Musa spat. "We couldn't help her."

"She needs to be taken to Alfea, now." Tecna said.

Sky nodded, "I'll take her, thank you girls." He lifted her up and tenderly carried her back to the ship.

"We need to get Layla. I don't think there's anything we can do for Andros." Tecna said.

"She's somewhere down there." Flora pointed to the dark waters. "She could be anywhere."

"Then let's go." Stella didn't blink before leaping over the edge and diving into the waters.

* * *

Rock crumbled around Layla as the kraken waved its tentacles, threatening her. It's maw was wide and gaping and Layla could smell the stench of it's previous meal, it smelled of death and decay. It clawed at the walls, pulling itself closer and closer to her and her family. She could feel the water vibrate with its roars, and she felt shivers run up and down her spine every time it roared. It's beady eyes wandered between her and Tressa and Ligea, not deciding which prisoner was more important.

"What do we do? There isn't another entrance out." Tressa said, she swam close to her mother.

"We fight back." Layla's hands glowed with magic, her eyes locked on the nearest tentacle. "Let's get rid of some of this guy's appendages." The magic solidified into a Morphix sword. As soon as the tentacle struck, Layla dodged it and slashed the sword down on the tentacle cutting it free from the kraken, a cloudy mist of red flowed from the wound. The beast drew back, it's roars were ear-splitting. The cave rumbled more intensely.  
"I can't do that." Tressa's voice shook, "I'm scared."

Layla locked her jaws, she had to be the ruler her parents wanted her to be. She was scared too, terrified, but she forced herself to sound confident and strong. "Yes you can, Tressa. You can do this. Just go without thinking. Trust your body, and your mind."

"You can do this, sweetie." Ligea's staff glowed with magic. "I don't have much magic left, Layla, but I'll do what I can for you."

"Thanks." Layla nodded and swirled to see the kraken shaking the pain away. It's eyes were red with fury, red and ready to kill.

Tressa held her sword close to her body and her lips quivered with emotion. She flinched when the kraken roared, but her jaw was set when she saw a tentacle come towards her. She cried a vicious cry and hacked at the tentacle. The kraken roared, but it didn't pull back like before. Layla swam to her aid, the tentacle had been cut, but not all the way through, blood was clouding the water, and Layla's eyes stung as she swam through it.

She growled as she threw her sword against the tentacle, cutting through and letting it fall and settle into the sand.

"Thanks." Tressa breathed hard, and she tried to smile, but her body was shaking and her eyes were wide with fear.

"Need some help?" A voice shouted from outside the cave. A beam of light shone in through the entrance.

"Stella?" Layla shouted. "Is that you?"

The kraken whirled around just in time to see Stella, Musa, Layla and Tecna swim through the entrance. Musa was already blasting spells at the Kraken.

"C'mon Tres, we can do this." Layla said with a rye smile. She flung her sword straight at the back of the Kraken's head, she knew she had hit her target as soon as the sword flew free from her fingers. The Morphix sword struck the back of the beast's head, it growled and whirled back to face Layla. At that moment, Stella flung a spell at the now open wound on it's head.

The kraken was losing, it was surrounded on all sides and it swirled back and forth between the two sides. The smell of blood was thick and Layla was ready to choke as more and more wounds were opened along the kraken's pink flesh.

Layla lost herself in the adrenaline of the fight. All other noise fogged over and her focus was only on keeping the kraken from facing one way for too long. And then as soon as it turned to face her, she'd back away and let her friends take care of the rest.

It became like clockwork, and the kraken was growing weak and tired.

Layla drifted back away from the kraken when it turned to face her, she had a morphix ball glowing in her hand, she just had to throw it at the right time.

"Layla! Help!" Through the fog, Layla heard someone cry out for her. She blinked and the scene became crystal clear again.

In Layla's distracted state, she had failed to see that the kraken had turned its attention on the weakest member of the company, Queen Ligea. It swung a tentacle and struck her on the back, she cried out and then her eyes fluttered before she began to float towards the ground, unconscious.

"Mom!" Tressa's screams were piercing. She raised her blade and swam towards her mother, but the kraken had positioned itself between her and the queen.

"How could you?" She screamed, she swung her blade wrecklessly as she swam towards the giant beast.

"Tressa no!" Layla could see the kraken's tentacles poised to strike. It wanted Tressa to attack. "Tressa!" She swam towards her cousin in a desperate race to save her life. "Don't!" She said before throwing the mermaid behind her and far away from the kraken's reach.

"Layla!" Stella screamed.

Layla blinked and looked up at her friend, then felt a blow to her head, then saw black.


	3. Chapter 3

Chapter Three

"Layla!" Stella swam towards her friend. She didn't want to lose two of her friends to monsters. She screamed at the kraken, drawing its attention away from Layla and Ligea's unconscious bodies. "Over here, beastie! Take a look at my staff!"

The kraken turned and roared. Stella glared back and then raised her staff up high. "Close your eyes girls, unless you wanna go blind." She warned.

Flora, Musa, Tecna and Tressa all scrunched their eyes closed.

A burning beam and white light shot out from Stella's staff, the kraken squealed out in pain as the light pierced its eyes, it shook and spun around, trying to stop the burn from spreading. It roared and growled until suddenly it silenced, the cave stilled and the kraken released its final breath before plummeting to the ocean floor, dead.

Stella dimmed her light, but the light inside the cave was still radiant. There was another light coming from somewhere.

Flora blinked her eyes open and gasped, "Layla's glowing." She exclaimed. The other girls opened their eyes and watched Layla's still form being bathed in the white light. It was difficult to see her, but they knew something magical was happening there.

The light finally faded, the cave returning to its dark and dank appearance. But Layla had changed.

Her hair was now flowing in dark waves down to her calves. Her feet were delicately wrapped with a sea foam green ribbon. On the top of her forehead rested a pearl encrusted tiara. She was dressed in a matching sea foam green skirt and top. And her wings, her beautiful wings had grown three times the size. They were glorious, glowing a lovely shade of green and pink. Laylay fluttered her eyes, green eyeshadow sparkling, and gasped as she felt the powerful magic coursing through her.

"You got your Enchantix!" Stella squealed. "Look at you! You are _gorgeous."_

Layla spun around, "Ligea!" With a single flap of her wings, she was next to her aunt in a flash. "I'm so sorry, I didn't mean to get you hurt." She held onto her hand and rested her head on her lap.

"It's not your fault." Tressa swam down next to her, "I should have paid better attention."

"It's nobody's fault but the kraken's." Stella said, "And he's dead now…and leaving an awful stench." She sniffed and then grimaced.

"You can heal her, you know." Tecna said, returning the subject to the matter at hand. "Your wings have fairy dust in them now."

Layla gasped and craned her neck to get a good look at her wings. "How?"

"Just trust your instincts." Tressa said. "I believe in you." She smiled up at her cousin.

"Thanks, Tressa." She closed her eyes and concentrated. She really didn't know what she was supposed to be doing, but this felt right. She felt her wings flutter behind her in smooth and graceful arcs. She could feel a cool breeze, even underwater, it was magical and it was comforting. Suddenly, in her hand, she felt something take shape and substance. She opened her eyes and saw a small blue vial resting in her hands. The fairy dust.

She stood and waved the dust over Ligea's still body. The fairy dust fell like rain and rested on the merqueen before dissolving into her body. The stillness was unbearable, they all waited with bated breath.

Ligea released a heavy breath of air and then blinked her eyes open. "Tressa, Layla, you saved me!" She pulled each girl close into her embrace. "Thank you. And you girls too." She smiled up the Winx and mouthed a word of thanks.

"I'm just glad you're okay." Layla said, rising up with Ligea's staff in hand. "I believe this is yours, Your Highness."

Ligea pushed herself up from the ground and took the staff back in hand. "Not that I have much of a kingdom left. But enough to fight for it." She raised her chin proudly. "The Underwater Kingdom of Andros thanks you and your companions for all that you have sacrificed for us."

"It's what we do, and we're happy to do it." Musa said.

Ligea bowed, "You are incredible girls." Her tone turned sorrowful, "But there is nothing left you can do for us. Tressa and I will go into hiding, and do what we can from the sidelines to save our people. Valtor has won this battle, and Andros has fallen."

"You're just going to give up?" Layla exclaimed.

"What do two mermaids have against an army of minions?" Ligea's raised her voice. "I will do what I can, but there is not many options left." She took ahold of her daughter's hand. "At least I am not alone. Now you girls go, it won't be long before Valtor grows bored of us and moves his hungry eyes to another planet. You must be ready."

"We will be." Stella said. "Good luck, your Highnesses." She and the other bowed before swimming up towards the surface.

A small airship was waiting for them, Timmy and Riven were eagerly waiting outside the hatch.

"Welcome back girls." Riven said with a smirk. "Success?"

"Not so much." Musa said as she yawned. "Long story, we'll tell you on the way back to Alfea."

The hatch closed behind them and the airship took flight and left the perilous ocean behind.

* * *

Grizelda was waiting for them when the ship landed. Stella groaned and looked like she was about to have a temper tantrum. "She's going to yell at us, after we just tried to save the world!"

Sure enough, the glare on the Disciplinary Advisor's face was anything but welcoming as the hatch opened and began to lower itself to the ground. "Do you girls have any idea how reckless your stunt was?" She waved Tecna's portal opener in her hands. "You girls could have nearly been killed!"

Riven and Timmy both gave sympathetic yet slightly amused looks as they girls exited the ships.

"Good luck." Riven whispered to Musa, his hand lingering over hers before she slid it free. She glanced back and winked at him.

"Have you seen Bloom?" Flora asked.

"She's in the hospital wing and she'll live, but we have other matters to discuss. Like the punishment for breaking school rules."

"If we didn't go, Andros would be in worse condition than it is right now!" Stella said with a hand on her hip. The other girls nodded in agreement.

"If you didn't go, your friend wouldn't be in the hospital." Grizelda lowered her gaze dangerously."

The girls sobered and looked at the ground. It was too close to the truth.

"Girls," Faragonda was walking down the stairs to meet them in the quad. She looked much older than usual, as if the stresses of the day had suddenly aged her by ten years. "Please, come inside. We'll talk about punishments later, Grizelda."

Grizelda frowned in disapproval but said nothing. The girls followed the Headmistress into the cool air inside the school. The halls were mostly empty, most of the students were enjoying their weekend in Magix, but an occasional fairy would pass by and look suspiciously at the Winx.

"In my office," Faragonda opened the door for them and one by one each girl stepped in. Sky was already seated in a chair, his face in his hands and his blonde hair ruffled from combing his fingers through it so many times that day.

Grizelda stood silently in the back, her foot tapping on the plush carpet.

Faragonda slid wearily into her chair and carefully placed her elbows on the smooth desk surface and lacing her fingers together. "Now, tell me what happened on Andros."

Aisha lowered her eyes, "It was my fault, Headmistress. I convinced them to come with me and help my people. I shouldn't have gotten them involved."

Stella shook her head, "That's not true, we came because wanted to help; we _chose_ ourselves; we wouldn't –no, – couldn't leave Aisha to do it alone."

The rest of the story spilled out. They talked about their plan to stop the witches and Valtor, and how they had greatly underestimated their strength and power.

"We're sorry we broke the rules and curfew." Stella said after they had finished the story. "But we just wanted to help."

Faragonda sighed, "I realize that you girls only wanted to help. But what you've done has only made matters worse; for everyone, but most particularly Bloom." She saw the girls' faces fall with guilt after saying that, she smiled weakly. "That doesn't mean that all is lost, though. Bloom is going to need each and every single one of you."

She shifted in her chair and then unlaced her fingers long enough to wave the lights off with a touch of magic. "Valtor is a very dangerous man, someone who I thought would never return in this lifetime, or ever for that matter. He is one of the most powerful wizards I have ever witnessed. He feeds off of other's weaknesses and lives to leech from other magicks. Not only that, but Valtor has a history with Bloom's family, because he was born from the Dragon Flame."

The girls' eyes widened hearing that.

"But I thought the royal family of Domino were the only ones with the Dragon Flame." Sky said.

"There was a small spark of the Dragon Flame that mingled in darkness and became the Dark Flame. The Ancestral Witches used it to create Valtor, and they raised him to use him as a weapon to gain all the power they desired. Even though the Ancestral Witches are now no longer an issue, Valtor will do anything to destroy whatever is stopping him from being the sole bearer of the Dragon Flame, and that is Bloom."

"What can we do to stop a person a like that?" Musa asked.

"Do you remember me telling you about Enchantix?" The girls nodded, Aisha's eyes sparking with interest. "It is vital that every one of you gain your Enchantix, or else Valtor and the Trix will win."

"So what do we do, just jump into danger full throttle and hope we don't die?" Stella asked.

Faragonda narrowed her eyes, "Enchantix is something that comes naturally and at its own pace. Just stay close to Bloom and continue your studies. Promise me you won't do anything reckless like this again and I will waive your punishment." At that Grizelda opened her mouth to object, but then snapped it closed and tapped her foot more furiously. "I'll make sure Professor Avalan, Professor Wizgiz and Professor Palladium train you so that you are ready for any unexpected attacks."

"What about me?" Sky asked, he looked hopelessly desperate to help. "What can I do?"

Faragonda's eyes softened. "Sky, Bloom will need you more now than ever, don't let her go anywhere without you. I'll speak with Headmaster Saladin and assure that the specialists escort you in all out-of-school activities now." She stood up. "I can see that you all are desperate to see your friend. You are excused."

Sky lingered after the Winx stepped out. "Do you think we have a chance?" He asked Faragonda.

Her smile returned. "There is always hope where there is goodness, your highness." She stepped away from her desk and followed him to the door. "Now go, be with her." Her wrinkles deepened with her smile.

"I never expected any of these girls to have to go through this." Grizelda said quietly as they watched the small group turn down the hall.

"Neither did I, Grizelda. Fate sure has a funny way of changing that, doesn't it?"

"It's far from funny, Headmistress." Grizelda said.

Faragonda nodded, "But true nonetheless."

* * *

Stella would have insisted on taking a bath first or at least combing her hair before visiting the Hospital Wing; but Bloom was her best friend, and had sacrificed herself to save Layla's planet. _She should have earned her Enchantix too, _she thought. She led the girls and Sky towards the wing with meaning in her steps.

Sky and the Winx eagerly peered into the hospital wing of Alfea. Their concern was written on each one of their faces and Nurse Ofelia could see they were antsy to come in as she glanced up from her work.

"You can come in." She announced. Her strict facial expression was etched in her face more deeply than it usually seemed. "She's sleeping on the end over there." She pointed down the row of stark white beds to the bed near the end. Sunshine was filtering through all the windows and it seemed as if all the sunlight was resting on Bloom's sleeping figure. Her chest rose and fell slowly with her even breaths.

Sky let out a sigh of relief before racing to her side. Stella was right at his heels with the Winx following closely behind.

"Don't wake her up; she needs all the rest she can get." Nurse Ofelia said, her voice was sharp and demanding.

Sky looked back with a pathetic nod before kneeling on the floor next to Bloom. He rested his hand on top of hers. Against his evenly tanned skin, Bloom's fair skin looked more pale than usual. He rubbed his thumb over her knuckles and whispered quiet, tender words to her. Stella was on Bloom's other side and scrutinizing her condition. She approvingly acknowledged that the cuts along Bloom's face and arms were cleaned and bandaged and under control. She frowned at her mussed and ratted red hair. Stella made plans to return to give Bloom the pampering of a lifetime when she was awake.

Nurse Ofelia's red heels clicked rhythmically as she stepped over to them. "All of her physical wounds have been cleaned and bandaged. Her magical ailments will take time, but Valtor's spells will eventually fade away."

"What did he do to her?" Flora asked. "She looks so pale."

"Poison, exhaustion spells, the works." She shook her head with a pitying look. "He certainly knows all the best spells."

Stella narrowed her eyes at Ofelia, _best_ spells? They were far from being the best.

Ofelia straightened her shoulders and cleared her throat. "Well, now that you all know she's going to be just fine, I must insist that from now on she only has one visitor at a time. And may I suggest bathing before returning again." She sniffed disapprovingly. "And as the nurse of the school, I think you should get some sleep as well. Miss Bloom won't wake up for a good long while anyway." She turned to return to her office at the front.

"I'll stay the night." Sky said without second thought. "I didn't work like you girls did today, get some sleep, I'll look after her."

Stella lingered by Bloom's side. She didn't want to part from her best friend either. She glanced at Bloom's sleeping face again, then at Sky's soft eyes. She sighed with resignation. "Come on girls, let's get ourselves cleaned up." She followed the Winx out of the room and looked back one more time before stepping out into the hallway.

"Good night girls." Nurse Ofelia looked over her glasses and gave a slight smile as they left. "I'm sure I'll see you tomorrow."

"Good night, Nurse Ofelia." The girls chorused.

* * *

Sky didn't tear his eyes away from Bloom for the next hour. He continued to hold her hand and massage her soft skin. He knew she would be alright, but his mind seemed to stray to the worst case scenario. Ofelia had left him alone and turned off most of the lights in the Hospital Wing except for a dim light in the corner. The room was quiet, but not uncomfortably so.

"Headmaster Saladin called me just now."

Sky whirled around; Faragonda was standing next to him. Her hands were clasped behind her back and she had a stiff smile on her face. "He's wondering where one of his students are."

Sky sighed and looked back at Bloom, "I just need to-"

"I explained that you would be staying the night with us." Her smile softened.

He sighed again, "Thank you, Faragonda." He managed a smile.

She nodded her head, "You're welcome. Try to get some sleep if you can." She turned and walked out of the dark room, leaving him alone again.

He watched her leave and then turned back to Bloom. He sighed for the third time. He knew forcing himself awake would be no help to Bloom, Miss Faragonda was correct. Just after thinking that, Sky's eyes started to feel heavy and he found himself bobbing in and out of sleep and nodding his head. He scooted the chair he had found closer to the bed and he laid his head next to Bloom's hand and allowed his eyes to close.

"Sky?"

He sprung upright and jumped when he saw Layla standing next to him. For the second time tonight he hadn't heard her come in.

"Is everything okay?" He asked.

Layla found a chair and slid it next to him. "I just wanted to see her. I couldn't sleep." She pulled her knees up to her chest and she clutched them close. She brushed her braid back behind her shoulder and then began to toy with a stray string from her knee-high socks. "How are you feeling?"

He thought for a moment. "I don't really know. I'm not really feeling anything right now. Is that normal?" He queried.

She shrugged and twirled the loose string tightly around her finger. "I guess it's normal. I mean, Bloom is your whole world, it would make sense, right?"

He nodded, "Yeah, I guess it does." He turned to see her more clearly. "How are you feeling? I mean that _monster_ is attacking your planet. It must be difficult to think straight. I can't even imagine what you are going through."

Her eyes blinked away from his, staring at the tile floor. "It's hard. Valtor is evil and he's hurt my family and friends. Even with my Enchantix, I don't think I would be any help in stopping him from hurting my planet more. I'm watching my planet being destroyed and I can't do anything about it. And then Bloom goes through all of this for me. I guess I'm just like you, I don't know what to feel right now." She wiped at her eyes, trying to scrub away the forming tears before they could fall.

Sky reached over and grabbed her hand. "Everything will be okay. I don't know how, and I don't know when. But as long as the Winx are together, there is hope for better days." He smiled up at her. "Don't blame yourself for Bloom. You would have done the same for Bloom. All of you would have. That's what makes you girls so awesome."

She sniffed and then wiped at her nose. "Thank you Sky, I guess I just needed someone to talk to and let it out." She uncurled herself from the chair, sitting straight. "I'd better go back before Ofelia catches me. Good night." She sniffed again and then left without another word.

* * *

Bloom's body felt weightless. In her subconscious she knew that she should sore and in pain, but she wasn't. She felt perfectly fine. She breathed in crisp fresh air and allowed her lungs to be filled with it.

"Bloom?" An ethereal, yet familiar whispered in the wind. "Can you hear me?"

Bloom opened her eyes. She expected to find herself floating through some white world, instead she was floating in the depths of Lake Roccaluce. She blinked and righted herself, she had been summoned here.

"Daphne?" Bloom struggled to hide the excitement in her voice. She always looked forward to speaking to her older sister, no matter the subject or how short the conversation was. She felt a twinge of sadness when her eyes rested on Daphne's golden form. Far from being a physical being, Daphne shimmered in the water and her golden eyes were almost lifeless under her signature golden mask. The mask and her dress were the only things that weren't translucent on Daphne.

"Bloom! It's so good to see you again." Her voice hinted excitement, but Bloom could tell something was wrong. She wanted so badly to be able to toucher her sister, to let her know she cared and understood her.

"Daphne, why have you brought me here?" She asked. "Does this have something to do with Valtor?

Daphne nodded, "Through my powers, I have seen what you have gone through. Valtor is a powerful man and has haunted our family for years."

"You know him?" Bloom asked eagerly, maybe she could learn more from her.

"It was he and the Ancestral Witches that made me what I am now."

Bloom caught the emotion in her sister's voice. This was a difficult subject to discuss. "Daphne, I'm so sorry." Once again, she felt the urge to reach out and embrace her sister.

Daphne shook her head and waved her hand as if to sweep the memories away. "What's done is done; there is no need to apologize. I'm no longer Valtor's concern. He has set his eyes on you now, Bloom."

"Why? What have I done?" She asked.

"It is nothing you have done, but whose blood you share." Daphne looked uncomfortable. "You are Marion's daughter, and that is enough for him to want you dead."

Bloom frowned, confused, "Valtor mentioned Marion when we were fighting. But what does she have to do with this?"

Daphne shook her head, "That is something I cannot explain to you. I wish I could help you more. Unfortunately, there is not enough time for that." Daphne's voice quieted. "In my cave, buried underground, there is a small brass chest. Inside, there is a vial. Drink it, and all of your questions will be answered."

"What's in it?"

"Valtor's memories." Daphne said darkly. "They were copied before he was imprisoned in the Omega Dimension. The Company of Light buried it in the lake, knowing that my spirit would protect it." Daphne glided closer, and Bloom noticed that her skin was more translucent than normal, she was already fading. "I hope this aids you on your quest to defeat Valtor. Be careful that no one else gets ahold of it. And don't drink it all at once, else your body be drained of all energy."

Bloom held her tears at bay, "Daphne, thank you. I-I want-"

"My power is fading." Daphne spoke over her. "I must go. Goodbye, little sister. Until I see you again."

The vision of Lake Roccaluce slowly faded away, turning to black. Bloom reached for her sister, wishing she could say goodbye before leaving.


	4. Chapter 4

Bloom felt someone squeezing her right hand. She cracked open an eye, her heart fluttered seeing Sky's head resting next to his hand that was holding hers so tightly. She blinked a few more times, clearing away the heavy fog of sleep. With her other hand she reached across and began to stroke Sky's hair. The sun caught a stray lock of golden hair, making it almost seem like it was glistening. As she gazed at Sky's face, her mind strayed to the dream she had last night. In the bottom of Lake Roccaluce, Bloom could find the answers to her questions. Answers she needed right then.

She took a deep breath, and began to lift herself up from the bed. Instantly, a wave of pain zinged up her nerves, from the tip of her toes to the top of her head. She winced, maybe she didn't need the answers right away. She fell back onto the cushy pillow and sighed.

"Ah, it looks like Valtor's spells are treating you kindly." Nurse Ofelia had slippers on, making her near impossible to hear approaching on the tiled floor. Bloom jumped when she heard her, her leg bumped against Sky, stirring him awake. Sky groaned and lifted his head, blinking.

"What do you mean?" Bloom tore her eyes away from Sky to look up at the nurse.

"You look good for having half a dozen curses casted on you just a day ago." Ofelia was scribbling notes onto a clip board attached to Bloom's bed. "You're lucky." She said with a hint of contempt. Ofelia had never really liked her ever since she found out Bloom helped Stella in getting out of class to attend the Miss Magix competition two years ago. Bloom's thoughts paused, had it really almost been two years ago? She sighed. Her years at Alfea were going to fast.

"And how are you feeling, you're Highness?" Ofelia averted her sharp stare to Sky, who was rubbing his eyes and yawning.

"Hungry." He blinked his eyes a few more times before finally grinning at Bloom. "But I don't care about that. Bloom, how do you feel?"

Bloom wanted to sit up and tell him about Daphne's dream, about how she was really feeling, but suddenly she felt her muscles clenching up so tight, she cringed in pain.

"What's wrong?" Sky leaned close, grabbing hold of her hand.

"It's the curses," Ofelia said, her face now swapped from contempt to concern. "They'll be flaring up every so often for the next few days." She put one last note on the clipboard before taking a seat next to Bloom. Her hands began to glow a soft baby blue and she slowly hovered her magic all over Bloom. "That should help ease the pain."

Bloom's face softened and she let out a breath. "Thank you."

"It's my job." Ofelia responded. "Sky, as the head nurse here, I order you to go and get something to eat. Bloom needs to have as little excitement as possible until the curses pass. Understand?"

Sky nodded, he glanced over at Bloom. He hadn't even had a chance to hear from her. Bloom's eyes were already beginning to glaze over and fade into unconsciousness, but he caught a flicker of sadness in her eyes and a yearning. The same yearning he felt. She had wanted to talk to him too. He looked away and nodded to the nurse. "I'll be back later." He whispered.

* * *

Blurry eyed and hair disheveled, Stella approached the first day of school with a grimace. "This is not how I wanted my senior year to go." She mumbled to herself as she rolled out of her bed. She could hear the sounds of voices outside her door. The others were up too.

With a flick of her hand, she magically pulled the curtains back from the window and let the morning sunshine in. Instantly, she felt more energetic towards the new day. She stretched and then leaped up and shuffled to the door.

"Stella, why are you still in your pjs?" Flora looked at Stella through the mirror she was standing in front of. "Breakfast is ready right now." Flora was already dressed and putting the final touch in her hair, a small pink rose.

"I didn't sleep well." Stella said in her defense.

"That makes five of us." Musa said, slinging her backpack over one shoulder. "None of the rest of us did either." She still had her hair in pigtails, even after having her hair magically extended. Stella made a mental note to spend some time with Musa about teaching her hairstyles other than pigtails.

"We were all thinking about Bloom." Flora said.

Tecna and Layla entered the lobby of their dorm, dressed and both looking just as tired as the rest.

Stella frowned at the sight of her friends, and herself. This just wouldn't do for the first day of school. "Why don't we go visit Bloom after breakfast, I'm sure we'll have time to squeeze that in before classes start. It'll cheer us all up!" She grinned.

The Winx nodded in agreement. Stella beamed before dashing into her room to find the perfect first-day-of-school outfit. Her and Bloom had planned to match that day, but Stella felt it wouldn't be right to wear that outfit without Bloom. She quickly donned on her green and pink tube dress and slipped her feet into pink heels. An enchanted comb was smoothing out the kinks and knots in her hair, making it easier for her to concentrate on more important things like makeup.

"Ready?" Stella said, reappearing by Flora's side.

The girls nodded with smiles on their faces, but inside they all felt the same. It didn't feel right to celebrate the first day of school without Bloom. There was something missing.

They walked out of their dorm together. The halls were abuzz with freshmen and sophomores chaotically running between dorms trying to find the perfect outfit from another's closet. There was lots of giggling and sounds of girls protesting in their things being "borrowed" by their roommates. The Winx ignored the first day of school buzz and rushed down the stairs to the mess hall.

Sitting at the end of the table, with a terrible case of bedhead and looking a bit out of place, was Sky. He had a mug of coffee in his hand and he was staring at his toast like it was from another planet, which it probably was.

Stella slid into the seat next to him. "Did Ofelia kick you out?"

Sky jumped, not realizing he had company. "Oh, hi girls." He forced a smile on his face. He didn't realize Stella had asked him a question and returned to staring at his toast.

"Is everything okay?" Layla asked.

His smile fell, but he nodded. "Bloom's just fine. If I remember correctly, Ofelia seemed surprised that Bloom was doing as well as she was. Bloom is still having flares from the curses Valtor cast on her. Ofelia says it'll take a few days for them to stop. I didn't even get to talk to her."

Musa who had a bowl of cereal suddenly in her hands plopped across from him, "Doya think Ofelia will let us in then?" She shoveled a large spoonful of the dry cereal into her mouth and the crunching was uncomfortably loud. Stella grimaced, she hated that Musa ate her cereal without the milk. Musa, with cheeks bulging, grinned cheekily.

Flora ignored the silent intensity between the two fairies and quietly responded to Musa's question. "It's most likely we'll have to wait until after classes before we see her."

"And we missed the first day of class yesterday, may I remind you." Tecna said sharply.

"Oh sound almost upset about that!" Musa said through her cereal. "It's just the first day of school, it's not like anything important happened!"

Tecna frowned but didn't give Musa the satisfaction of responding and focused on her oatmeal.

"Are you gonna eat that?" Musa pointed at Sky's toast. Her bowl was sitting empty next to her elbow. Sky blinked and then nodded, unsure of what to say. He had never seen Musa in the morning and was not exposed to her large appetite.

The rest of breakfast was uneventful, and the girls left Sky at the table to attend classes. It was only moments after that Faragonda approached him.

"Saladin is asking that you return to Red Fountain." She said flatly.

Sky nodded, he understood. Just because he was a prince, he had no exception for skipping classes. He rose from the table and adjusted his uniform.

"I'll have Saladin contact you as soon as Bloom has come to." She led him out of the mess hall, there is a ship waiting for you in the quad. You're classmates are waiting for you." She parted ways and Sky exited the school. Like she said, a small red ship was parked in a corner of the quad. Brandon and Timmy were waiting outside the dock.

"You okay, man?" Brandon hadn't seen Sky this haggard in a long time.

Sky forced a smile and nodded, "Yep. Let's get to class."

* * *

Bloom felt much better after Ofelia's soothing magic. She slept a few more hours, the lingering pain subsiding to nearly nothing. Her sleep was dreamless, yet her mind was still awake. She couldn't stop thinking about what Daphne had told her to do. She needed to get ahold of that vial and learn what Valtor and her birth mother, Marion had to do with each other. She woke up with her mind running a mile a minute. She ate quickly and then sat restlessly in bed the rest of the school hours. Ofelia would regularly check on her and would sooth her jolts of pain whenever the curse flared up.

The rest of the time, Bloom stared at the white while in front of her. _Is this what an insane asylum is like?_ She thought, _Because this could drive me insane if I stay here much longer._ She fiddled with the stark white blankets, pulled on the loose thread she found on her white hospital gown and then finally pulled her bright red hair up to her face, distracting her eyes from the white monotonous world around her. She pulled at her split ends, and then started to pick at her scabs until Ofelia snapped at her from across the room.

The final school bell couldn't have rung sooner.

With much reluctance, Ofelia allowed the Winx girls to enter, saying it was only because Bloom was doing so well. They settled around Bloom, sitting on the beds next to her and kneeling on the ground up close to her as well.

"Girls! How are you!" Bloom beamed with excitement. They were so colorful and bright, she loved it.

"Oh please, we're fine!" Stella waved her hand, "But you, Bloom, how are you doing?" The other girls nodded emphatically.

"I feel great, mostly restless." Her body then decided to flare up in pain to prove her wrong. She winced and clenched every muscle up.

The Winx watched with worried eyes at Bloom unclenching from the bed and lengthening her legs comfortably underneath the sheets. Her face was red with embarrassment, "Maybe not so great." She muttered.

"It's okay Bloom." Flora said brightly. "Ofelia says you're healing exceptionally well."

"It would be better if I didn't have to be in here at all." Bloom said with gritted teeth. It angered her that Valtor had beaten her so easily.

"Faragonda said that the only way we have a chance against Valtor is if we all gain our Enchantix." Layla said.

"But you can only do that by saving someone from your planet." Bloom said with despair in her voice. "And _I'm _the only one on my planet left alive."

A sense of hopelessness seemed to linger in the air. The Winx girls said nothing for a while. Bloom was right. She had no way of gaining her Enchantix. Valtor wanted Bloom, not the Winx. It seemed like Bloom was doomed to fail.

"Daphne visited me in a dream last night." She finally spoke up, breaking the silence. "She told me that there is something I need to know about Valtor and my birth mom. She has a vial of memories buried in the bottom of Lake Roccaluce in her cave."

"What could your mom have to do with all of this?" Musa thought aloud.

"I guess there is only one way to find out." Stella said with finality. "We're gonna get that vial. Which means that _you." _She pointed at Bloom. "Need to do everything in your power to get better fast. Understand?"

Bloom meekly nodded.

"Now get some rest, Sky will probably be here soon." Flora said sweetly. "I texted him and told him you were awake. He's on his way now."

Like magic, Sky burst into the hospital wing panting for breath but looking like a child on Christmas.

"Keep me updated." Stella whispered in her best friend's ears. Bloom giggled and waved goodbye to them as they left.

"Bloom." Sky didn't know what else to say.

She patted on a flat space next to her and then started to scoot over to give him room, but crumpled at the effort. She was still too weak.

Sky rushed to her side and held her hand, her crestfallen face locked on to his. "Hi, Sky." She said softly, blushing. He grinned, she still acted as shy as she did the first time she had met him. He loved it.

"How are you feeling?" He studied her. She looked less pale than this morning and her eyes were sharp and awake. He settled onto the ground, kneeling and sitting tall so he was nearly matched her height.

"I'm getting better slowly." She said. "I'm sorry I couldn't talk to you this morning."

"Me too." He said.

She played with the loose thread on her hospital gown, a smile hinting at her lips. "How was class?"

"Boring. It pretty much was going over what all of the classes would be about. Riven got threatened to be sent to detention in all of his classes because he was so bored."

She giggled. "I wish I had seen that."

"He's no good in a desk." Sky agreed. "Much better in the field." He cocked his head and looked at her. She was beautiful, even in the hospital gown. He had thought she was beautiful the first time he saw her. Back then, he remembered being wracked with guilt feeling that way when he had a fiancé on another planet. Now, it didn't matter. Diaspro was nothing compared to his fiery princess.

"What are you looking at?" Her smile stretched into a nervous grin. "Is there something in my teeth?"

"Just your smile."

"My smile is in my teeth?" She stifled a laugh. "Sky you aren't making any sense."

He chuckled. "I'm sorry, that was really cheesy."

"Yeah, it was." She agreed.

"But at least it made you smile." He grinned. "I love your smile."

"Along with my teeth." She teased, but then became serious. "I love your smile too."

He couldn't stop his grin from practically stretching ear to ear. "When you get out of here, I'm gonna take you somewhere special." He nuzzled his head into her hand. "For a moment, I'll make you forget that that monster is out there."

"I'd like that." She beamed. "Only if you'll go with me to find Valtor's memories."

He lifted his head up, curiosity on his face. "His memories?"

Bloom explained her dream she had with Daphne. Sky nodded his head as she spoke and when she finished looked at her intensely. "I'll go with you. Of course I'll go with you. I don't really want to leave you. Ever."

"Hate to disappoint you." Ofelia's sharp voice broke into the conversation. "But you'll be leaving in the next five minutes. Faragonda has summoned a meeting and you'll be attending."

Sky felt his cheeks burn but he nodded respectfully and waited for Ofelia to turn and leave before he gave Bloom a petrified look with a twinkle in his eye. She held her hand up to her mouth to smother her laugh.

"What do you think Faragonda's meeting is about?" She asked.

Sky shrugged. "I haven't an inkling of an idea. I'll be sure to tell you when it's over." His shoulders fell, "Although I'm getting the feeling the _doctor_ is closing visiting hours for the day." He smiled cheekily.

"Will you come visit tomorrow?"

Sky rose up from the ground and he locked eyes with Bloom. She could see the love he felt for her in those blue eyes. He leaned down and kissed her tenderly on the forehead before whispering, "I'll visit every day until you're healed, Bloom."

"I love you, Sky."

He pulled back to look at her again. "I love you too. I'll see you tomorrow." He turned to leave but looked back at her many times before he stepped out of the hospital wing.

His mind was still on Bloom when he opened the door in Faragonda's office. He pushed it open and suddenly felt like he was walking in on something very important and secret. A dozen pairs of eyes turned to stare at him. Royals and important dignitaries from all across the Magic Dimension were seated stiffly in chairs that circled the room. He recognized his mother and father as one of the royal members in the room.

"Come in, Prince Sky, we were just about to begin." Faragonda gestured to an empty seat by herself. He briskly walked across the padded room, adjusting his uniform and avoiding all eye contact until he was seated.

"I want to thank all of you for arriving under such short notice." Faragonda said. She sounded different, more strict and sharp than her usual self. "There is no reason to drag this out so as I'm sure you have heard, Valtor has returned."

If the room was eerily silent, Sky felt stiff in his chair. He looked around him. Kings, Queens, Prime Ministers, Chancellors, Dukes and Duchesses, they all had the same look. Fear. Hopelessness. Many of them remembered the destruction and death from seventeen years ago. Valtor had left a wound in the Magic Dimension, one that was still healing.

Faragonda let the silence linger before speaking again. "Three criminals, a witch coven, set him free from the Omega Dimension. He and the coven are residing somewhere in the oceans of Andros. King Teredor and Queen Niobe are unable to stop him. Mermaids are being turned into minions. More and more are losing as we speak. Andros's waters have stilled and the planet is dying under Valtor's grip. King Triton and Queen Ligea have gone missing. Their armies are majorly depleted and now the Omega portal is open. I don't imagine that he'll stop there."

King Erebor grunted, "Does this meeting have something to do with that Bloom girl?"

Sky flinched, his father had never really approved of Bloom, but he had never expected such severity. He could see in his mother's eyes that her thoughts reflected the same as her husband's.

Faragonda hesitated before nodding, "You know what happened seventeen years ago, King Erebor, it should be no surprise to you that Bloom is now the center of Valtor's attention." Her voice was equally as fierce as the King's.

Erebor grunted but said no more.

Another dignitary spoke up, "Are our children safe here with Bloom attending?" Others nodded their heads in agreement.

"Your children will be safe."

"How do you know that?" Another spoke up. "Valtor could crash in here any day. What precautions are you taking to make sure that our girls are safe? What are your plans?"

"Will Bloom be removed from Alfea?" Queen Samara said haughtily. "I don't think it would be wise to keep here when she attracts so much danger." Many nodded in agreement.

Sky curled his hand into a fist. He didn't like where this conversation was going.

"Bloom will not be removed from Alfea." Faragonda snapped. "She deserves to be here as much as any other fairy. Alfea is a school that welcomes and protects, and we will protect Bloom and all of your daughters. Not one of them will be turned aside, but your children need you."

"As soon as Bloom is healed, she has made the decision to fight against Valtor. Parents, you're children have volunteered to aid Bloom on her quest to defeat this enemy."

"I don't want my daughter fighting that monster." King Radius said, "I know that she is close to Bloom, but I won't have it."

"Radius!" Sky turned to see Queen Luna – Stella's mother – standing from her chair. "Who said we could decide for our daughter? She wants to stand by Bloom, I say we let her fight."

"You want my daughter to perish in war?" His voice rose.

"This isn't our fight anymore, Radius." Luna exclaimed with calm severity. "And she's _our_ daughter. Valtor no longer has his eyes on us anymore. He's looking for young blood, our children's generation. We must let our children fight for Bloom. We must aid Andros."

"Queen Luna is correct." Faragonda said. "Your children have been raised to take your places as Royalty, Ambassadors, and other such high commitments. Let them prove to you that they are ready for the task."

Samara spoke again. "My son, Sky." She pointed to him across the room. "He will take no part in any of this. He has involved himself too much with that Bloom girl."

Sky stood up. "I won't step away from Bloom because you tell me to, mother." He turned to Faragonda. "I volunteer myself and my corp to aid Andros in any way that I can." He looked back at the Queen of Erebor. "How that for involvement."

"My son, in battle." Samara said with regret.

Luna looked at her incredulously. "If you didn't want your son to fight, why did you send him to Red Fountain?"

Samara gasped, but then tightened her lips into a thin line and darted her eyes disapprovingly between Sky and Queen Luna.

"Thank you, Sky." Faragonda nodded. "I'll have you and your team attend to those who have survived Valtor's attacks on Andros and transport them to Linphea where the royal family has agreed to provide a temporary home for them."

"I can have a ship prepared immediately." Saladin's voice crackled through a speaker from Faragonda's desk. Faragonda clicked a button and a holographic image of Saladin shimmered into view on the top of her desk. "Gather your team , Sky."

"Yes Headmaster." Sky nodded curtly and turned to exit the room.

"Sky, wait." Queen Luna said. Sky stopped midstep. He didn't dare disobey her after her quick tongue with his mother. "King Erebor, your armies are strong on Eraklyon. Send them to Andros with Sky. Build a defense around the castle. Bring Teredor's people's vigor back up. With your army there, Sky will come to no harm. The Winx will be with him, I'm sure. Solaria will send in reinforcements as well."

King Radius shifted in his chair, but didn't disagree. He knew not to test his ex-wife when she was in this sort of mood.

"You think those _fairies_ will be enough?" Samara scowled. "All I've ever seen them do is cause trouble with my son, they're trouble."

"That's my daughter you're talking about." Luna said, pointing at Samara threateningly.

King Radius cleared his throat, drawing attention away from the two queens. "Will Solaria and Eraklyon be enough for Andros to survive?"

Faragonda thought for a moment. "That should suffice the needs of Andros. Though I fear Valtor will not stop there. Which is what I have summoned this council for; there needs to be an alliance. The Magic Dimension is at peace between planets for the most part, though it is apparent that there are some planets that may not always get along." Luna's eyes flashed at Samara's. "What I'm asking of you is to put your judgements and criticism aside for the sake of your children, your planets, and the Dimension. The Magic Dimension must become an alliance. If one planet falls under Valtor's grip, it is up to all of you to aid them. No one will turn away from this. Valtor cannot win when we are united." She eyed each member of the council accordingly "There is hope, my friends. We must believe that Bloom can defeat him. We must believe in each other. Do I have an agreement?"

There was silence for a moment. Sky stood near his chair, with bated breath. What Faragonda was asking for was big, huge even. Sky knew that Eraklyon and Solaria were on uneven ground. He could see in other's eyes that there was hesitancy.

"Solaria will aid in any way you ask of us." King Radius said.

"As will Linphea." The flowery woman said with a faint smile.

One by one, each representative of their planet agreed their loyalty to the Union. Sky glared at his father as he continued to sit, mute and resolute. Samara avoided eye contact with everyone, but Sky knew that she saw his glare. She nudged Erebor and he finally gave a grunt of approval.

"I thank you, all of you, for agreeing to this." Faragonda said with a heavy smile. "You will be contacted if anything further should happen. Please, be strong. Valtor must not win again. And he won't win again." She stood and glanced at the holographic figure of Saladin. "Thank you for patronage, Headmaster Saladin."

He nodded and then fixed his focus on Sky. "You are excused to gather your team."

Sky nodded, "Yes sir, thank you Headmaster." He bowed and then briskly walked out of the room. He could feel the fiery stares of his parents. He caught Queen Luna's encouraging smile and wink as he brushed past her and heard a few murmurs of good luck and safe journeying. He closed the door behind him and then leaned against it. Breathing out, he took a moment to let it sink in.

He whipped out his phone and hit the speed dial for Brandon.

"What's up, man?" Brandon's non chalant voice was strained. He heard the clank of metal. He was weight lifting again.

"We've got a mission from Saladin and Faragonda."

"Dude, no way!" I didn't think they'd give us one after we snuck away to save our girls."

"I think they chose to forget that for the time being. Make sure everybody's ready when I get there. We're leaving right away."

"Where we going?"

"Andros."

**AN: And that is what I got for the new and improved Chapter Four! I hope that it wasn't too boring. I thoroughly enjoyed Queen Luna's character and the tension between her and Samara. I can see them being wonderful enemies. :D**

**Also some of you may be wondering why Faragonda was in charge of all of this, I kind of thought the same thing as I was writing it. We all know that Faragonda has been around for a **_**very long time.**_** She's a highly respected figure in the Magic Dimension. You could compare her to Dumbledore in the Harry Potter series. I feel like since she is also a very neutral character, she'd be the best choice for making sure all the planets agree to the alliance. So that is that! Yay!**

**Please leave a review only if you want to. No obligations necessary. You are awesome, Winxers!**


	5. Chapter 5

Chapter Five

Valtor stared at the seeing pool exasperatedly. The first week of his return had been much too boring for his liking. He and the Trix had built a fortress under the ocean, in a bubble filled with air. They had gathered hundreds, nearly thousands of mermaids. He watched the power of Andros fall under his influence. No one could resist his mark, his call to serve him. He had learned the forbidden spell centuries ago. Minions kept him strong, fed him power and provided a vast army. Yet even with a planet in his control and an army to command, Valtor still felt unsatisfied. He waved at the seeing pool to reveal a hospital wing with only one patient in there, with bright red hair. He had watched, waited, and bided his time while Bloom slept in the hospital wing. He breathed in deeply, keeping his impatience at bay, if he lost control now, it would show weakness. He was not weak.

"How much longer until we actually _do_ something?" Icy was sprawled on a boulder, letting the cold seep through her clothes into her skin. She turn to lay on her side and propped her head with her arm. "Valtor, we're _bored._"

He stared at the pool more intensely, ignoring them. Something was happening in the hospital wing.

"Do you think he's gone gaga over Bloom?" Stormy whispered in Darcy's ear. She had tried to be quiet, but the sorcerer still heard her. He smirked, for being well-renowned criminals, they weren't very intelligent. He snapped his focus back onto the seeing pool.

"Shut up." Darcy drawled. "No one could like that pretentious face."

"But look at how he's staring at her."

Valtor flicked his eyes dangerously in their direction. They caught the flash of annoyance and quieted, but not completely.

Their whispers now and inaudible hum, Valtor watched Bloom. She was healing, quickly. He smiled wickedly, impressed at how quickly she was recovering. When she gained her true powers, she will be an excellent match. He almost allowed himself to laugh as he watched her squirm at the food she had been given. He could read her lips, she was begging to be free of the hospital wing. This girl was fiery, just like her mother. He felt a twinge of guilt at the thought of Marion, he quickly blew the thought away and tasted another cool breath of fresh salty sea air.

_Good._ Valtor's smile twisted. _This is where the fun begins._

"Icy." He summoned.

Icy lifted herself from the boulder, her eyebrows piqued with curiosity. "Yes, Valtor?"

He smiled coolly at her, "I have a mission for you and your sisters."

"And what might that be?"

"I'll be leaving for Solaria, I need more power than from just this ocean. I'll be expecting you to keep an eye on the – what do you call them? – Winx girls while I am gone. Don't get caught and if any of them earn their Enchantix, I need to know right away."

"Spying, you want us to spy?" Darcy said lazily.

"Are you sure you don't want us to gather more minions?" Stormy asked eagerly.

Valtor took another deep breath, then flashed another look of annoyance. "My orders are final. Don't disappoint me." He turned back to the seeing pool, but rather than summoning sight into another part of the dimension, the pool opened like a doorway, brilliant sunlight was filtering in and blinding the Trix. He stepped through the barrier, and it closed behind him.

Stormy and Darcy glanced at Icy, she stood on top of the boulder, tapping her foot and fuming. She had hoped that Valtor would take her with him. _Next time. _ She said. She had tried the past few days impressing him in any way possible, her magic, her dominating personality, even her looks, but Valtor had ignored all of it, instead spending his time staring at the seeing pool, watching that wretched Bloom. She dug her nails into her skin, she could feel frost forming at the edge of her fingertips and her breath blew out in cold clouds. She looked down to see Darcy leaning against a column, yawning, and Stormy trying to take a peek through the seeing pool with zero signs of success.

"Well?" She shouted, her sisters turned to look at her, "You heard him! Let's go keep an eye on those stupid pixies!"

* * *

To Ofelia, Bloom's healing progress was incredibly quick. To Bloom, it was the longest week of her life. Ofelia went to great lengths to make sure Bloom was completely rid of Valtor's curses. Bloom simply wanted to get out of the blasted bed. It didn't help that Sky had left so suddenly. He called her the next morning and explained to her where he was. She couldn't help cry after their conversation ended. She blamed Ofelia's hormonal medicine and spells.

"Am I free to go yet?" Bloom stared at the unappetizing tray of food on her lap for the umpteenth time.

"We'll consider it if you're good and finish your breakfast." Ofelia said with a slight smirk. Ofelia and Bloom had made a silent agreement that they both enjoyed each other's company more than they would ever admit out loud. Ofelia was a sarcastic, witty woman and Bloom had come to rely on her dry sense of humor to get her through the day when the Winx weren't able to visit. Ofelia enjoyed Bloom's stories about Earth and was interested in Bloom's mother's herbal teas and remedies. When her time was free, Ofelia would settle in a chair near Bloom and read a book while Bloom did the mental exercises she had been assigned to prove her brain was unharmed. She thought it was silly but did it just to prove she was able to leave the wing.

Bloom grimaced at the food before her. This was not food. Not in the slightest. She peeked up at Ofelia who was ignoring her like she usually did when Bloom was fussy.

She scooped the sludgy concoction onto her fork. Some of it slid through the gaps and made a distasteful splatting sound as it landed back onto the plate.

"Is this even food?"

"It's nutritional."

"Uh-huh." Bloom swallowed the forkful without giving enough time to truly taste it. She felt the warm concoction slide down her throat. The warmth was comforting, but she wasn't sure about the taste yet.

Ofelia glanced up from her clipboard and sighed when she saw Bloom stabbing the food. "Just go."

Bloom perked up. "What? Really?"

Ofelia nodded. She put down her magazine and gave a rare smile.

Bloom lifted the tray off of her lap and set it on the table next to her. She practically jumped out of the bed and was relieved to not feel dizzy or have a wave of electric pain zing up and down her body. She hadn't had a reaction to Valtor's magic in a few days, but it still felt wonderful to be free of it.

"Your clothes are in locker number four." Ofelia announced as Bloom breathlessly ran down the aisle.

"Thank you Ofelia." Bloom was tempted to run over and hug the woman, but decided it was better not to.

"It's my job." Ofelia said flatly as she studied the crossword in her magazine.

Bloom ran to locker number four and dressed quickly in the changing room. She looked herself in the mirror and smiled. Her skin was a healthy glow and her hair had its usual bounce to it. Her clothes were snug on her and she felt totally herself as she looked in the mirror. She ignored that her hair hadn't had a proper shower since before Valtor, she didn't count Ofelia's cleaning spells as a true shower.

"Are you sure I'm free?" Bloom asked one more time.

Ofelia sighed exasperatedly, "You sound like you don't want to leave. Was I mistaken?"

She shook her head, "Of course not, I'm just kind of surprised you gave in so quickly."

"I did no such thing." Ofelia said, "I release you only when you are completely healed." She glanced over her spectacles. "And you, your highness, have a clean bill of health."

She grinned. "Thank you." She wasn't sure what else to say so she waved and darted towards the door and out into the hallway. She had a spring to her step as she headed towards her dorm where a hot shower would be waiting for her. She glanced at a clock on the wall. Classes had just begun. She could surprise everyone when they got back. She giggled as she flung the door open into her room and bounded in.

"Kiko!" She squealed at the sight of her pet rabbit. She had missed him while she was in the hospital wing, but Flora had assured her that he was being well taken care of. Kiko bounced and wriggled around her, delighted to see her again. She hugged him tight before finally letting him go and heading towards the bathroom.

The shower was amazing, just as she had imagined and hoped for. She put on a fresh pair of jeans and her favorite tee before slouching in the couch. Just as she was about to delve into a new book, she heard a knock at the door.

"It's me, Faragonda." Her head peeked in as she cracked the door open. She smiled when she saw Bloom. "How are you feeling?"

"Great! I'm probably the healthiest I've ever been thanks to Ofelia's 'nutritional' diet." She cleared a space on the couch for her Headmistress to sit, she blushed at the sight of her chaotic dorm. She had never noticed it until now, but her and the Winx were quite cluttery teenagers.

"Oh, that won't be necessary, I'm not planning on staying long." Faragonda said with a smile. "I just wanted to see what your next plans were involving Valtor."

The joy inside Bloom wilted a bit. That's right, she had a mission, a mission assigned by Valtor. She had to become stronger to defeat him.

"Daphne told me there was a vial at the bottom of Roccaluce that would let me see Valtor's memories. I was planning on getting that so I understand what is going on."

Faragonda nodded approvingly. "That is a good first step. I had forgotten that that was in Daphne's possession. I'm pleased to hear that it exists."

"You know about it?"

"Know about it?" Faragonda let out a chuckle. "Bloom, I was _there_. I know everything that happened those many years ago. I was there when that vial was created too. Come to me if you have any questions." She turned and left the dorm without another word.

"I suddenly don't feel like reading anymore, Kiko." She glanced over at her bunny and frowned. "I guess that means we're going to Lake Roccaluce. Well, _I'm _going, you stay here. I don't want you to get lost or hurt."

She slipped on her tennis shoes and slid a jacket and then gave Kiko one last hug before stepping out of the dorm room.

It was a brisk morning for Alfea. There was no wind, and there wasn't a cloud in the sky, but she felt a slight chill in the air. Fall was coming, and she could feel it. Leaves crumpled under her feet and she breathed in the crisp morning air. She had missed walking outside of Alfea. She and Sky took walks all the time here, just talking about whatever was on their mind and sharing stories. She pulled out her phone to see if Sky had left any messages. There were none. He had been busy setting up defense perimeters around Andro's palace and carrying passengers from Andros to Linphea for the past week. He had tried to call her every night, but it was becoming more difficult as more and more mermaids were turning into monsters. She worried about Sky.

She brushed the panicked thoughts away and marched onwards, towards the lake. Lake Roccaluce was a popular spot for fairies to enjoy a picnic and have a weekened camp out. Professor Paladium claimed that is had some rare fauna that usually only grew in the rain jungles of Linphea. Bloom felt a deep attachment to the lake, but more especially to who lived in its depths. Daphne had made the lake her home and protected many important artifacts in her cave, one of them being Valtor's memories.

"Daphne?" She called out. She knew Daphne wouldn't answer, she never did, but Bloom did it anyways, it was her way of knocking.

She kicked her shoes and socks off and shed her jacket and left them on a sun-warmed boulder. "I'll be back for you." She said to them and then waded into the shallows of the water. She cast a water breathing spell and dove her head into the water.

The Lake was deep, but not terribly so. The first time she had ever come her, she felt panicked being exposed to so much open space and going so far down. The idea of drowning still crept in the back of her mind, but she knew Daphne would protect her. Fish curiously swam around her, a frog blinked and then darted back up to the surface. The deeper she got, the bigger and more colorful the fish. They all cautiously swam around her. The few brave ones quickly swerved away when she got closer. She thought they were funny to interact with, but today she paid little attention to them.

Her barefeet landed in the soft sand and dirt she sunk her toes in and then treaded across the surface towards Daphne's cave.

There was always a light that emanated from the cave, it was friendly and enticing; and magical. Being in there before, Bloom knew there was no source of light in there, it was just naturally that way. She felt the waters warm as she stepped through the archway of the cave.

"Bloom. It's good to see you." Daphne's ethereal voice came from the back of the cave.

Bloom rounded the corner and saw Daphne's incorporeal form glowing. In her hand she was holding a wooden chest about the size of a loaf of bread. It was a rich dark wood and intricately designed with celtic like patterns. The lock was ornate and silver.

"Is that it?"

Daphne nodded. "As I told you before, don't drink it all at once. Your soul will be forced to live through another and it will exhaust you. Only one sip at a time.

Bloom nodded, "I understand Daphne, I won't overdo it."

Daphne smiled softly and then waved her hand over the chest. The chest unlocked with a sudden click and then a release of pressure, bubbles floated out of the chest and towards the surface.

The vial was small, with a green liquid glowing from inside. A steel stopper was jammed at the top, and the words _Valtor_ were magically engraved on the glass in dark menacing letters.

"I'm sorry that I can't do more." Daphne said regretfully, she lifted the vial out of the velvet insides of the chest and held it out for Bloom.

Bloom took it with a reassuring smile. "You've done enough Daphne. I owe you a lot."

"There is not debt to be paid Bloom, it's what sisters do."

Bloom paused, suddenly her mind moving a mile a minute. "No, there is something I can do. I can break this curse on you."

Daphne's eyes widened but then quickly fell back into her usual somber expression. "I believe it is too late for me, Bloom. The curse on me was never meant to be broken."

"There has to be a way." Bloom said, with conviction. "And I'm going to find it." She stepped towards the entrance of the cave. "Thank you Daphne."

"Be careful Bloom. Don't underestimate Valtor's power."

"I won't." She smiled back at her sister. "Love you!"

Daphne smiled sadly as she watched her little sister leave. "I love you too."

* * *

"Bloom, you're back!" Stella launched herself at her best friend. "We _so_ need to celebrate this. I say a shopping spree in Magix!"

"I think it would be better if Bloom caught up on her studies first." Tecna dropped her backpack on the floor next to her desk. "After all, you're a week behind."

"Actually, Ofelia did her best to keep me caught up. The only one she couldn't help me with was Grizelda's defense class and Avalon's class."

"And of course Avalon will pass you easy peasy." Musa said with a cheeky grin and then she squeezed Bloom hard. "I'm glad you're back Bloom."

Flora and Layla hugged her too. Bloom pushed Layla back, eyeing her with concern. Layla smiled reassuringly, "Everything's fine." Her smile hid her worries and pain well, but Bloom read it and hugged her again.

"Sooo…" Stella looked positively antsy to be somewhere, "about that shopping spree."

"Not tonight Stel." Bloom felt bad refusing Stella's idea. "I have something I have to do."

"Is it Valtor's memories?" Flora asked, taking a seat on the arm of the couch. Musa crashing in the cushion next to her and eventually the Winx were all sitting.

"Yeah, I got the vial while you were still in class." She pulled it out of her pocket and showed it to them. They all studied it with muted awe and horror.

"What do you think you'll find in there?" Stella said, already moved on from being rejected. "What if Valtor and your mom have a…_history_?"

"Are you saying that they what, fell in love?" Musa said with a grimace. "No way. From what I've read, Valtor's _old._"

Bloom felt shivers run up and down her spine, she didn't want to think about it. She had always envisioned her mom being the embodiment of good, after all, she had died for her and Daphne. Was it possible that her mother had a past with Valtor? She shook the thought away, no, her mother was too good for that. Stella had to be wrong.

"Are you going to drink it right now?" Flora asked with concern.

"I _have_ to know about Valtor." She said. "I can't wait. I need to know."

"I dunno what's gonna happen after you drink that," Musa said warily, "But we'll be here when you come back or wake up, or whatever happens when you're done with it."

Bloom appreciated Musa's attempt at comforting, it _was_ comforting. She uncorked the vial. She sniffed, the vial had a strong scent of lemons and…dirt? She sniffed again, but still wasn't sure. "Here goes," She whispered and tipped it back, taking a gulp full of the icy cold liquid. As soon as she swallowed, the affects were instantaneous. Her vision faded to black and suddenly she felt herself being torn away from her body.

**AN: Sorry this is a bit of a shorter chapter, I was tempted to include a bit of Valtor's past in here, but decided it would be better to just make a chapter dedicated to the best villain in the universe. I hope you like the backstory I've created for him. I've literally plotted it out for about a year now!**

**Thank you all so much for your support. It's great to see that so many of you like my story. I wasn't sure if it would be any good, but you guys are seriously so so nice! You're the best Winxers!**

**Stay Magical,  
-Ihlonial**


	6. Chapter 6

Chapter 6

_FLASH!_

_ "Long live King Oritel and Queen Marion! The newlyweds!"_

_ "May the Guardian of the Dragon Flame be blessed with her husband!" _

_The sound of Domino's wedding bells couldn't be muffled by the cave walls. Valtor sat, motionless and frozen. She had forgotten about him. She had forgotten about their promise to never leave each other. But the harsh reality was, she had never promised to stay with him, no matter how many times he had promised to stay with her. She had lied to him from the beginning. He blinked. He looked around him at his surroundings. He hadn't washed himself in weeks, and his hair hung limp and cold against his bare back. His shirt had been destroyed after one of his spells collided into him. He ignored the injuries he had accumulated, and only focused on the pain of his heart._

_ But even that eventually was blocked._

_FLASH!_

_ "What are you going to name her, your highness?" Scores of people crowded close to the royal couple. _

_Queen Marion smiled as her husband, Oritel announced the coming of their first child, a girl. She rubbed her round tummy, she had never been so happy in her life, it seemed. _

"_Your highness?" _

_ "Daphne." Marion announced, "We're naming her Daphne."_

_ "We are?" Oritel turned, eyebrows raised. _

_ Marion laughed, "Oritel, the wife is always right."_

_ From the shadows, a personage watched. Rage seemed to emanate from him. He lifted his hood, Valtor's gleaming grey eyes full of fire and hate, but upon seeing her smile, his eyes softened and looked sad. He turned away, "Goodbye Marion."_

_FLASH!_

_ "Have you heard?" A maid whispered to Marion as they sat at breakfast. "There are rumors that a powerful wizard has attacked Oppositus and Zenith and stolen their ancient magic relics!"_

_ Oritel lowered his fork, "What? Is that even possible?"_

_ Daphne, now sixteen, looked up from her book, "If a wizard is strong enough, but he would have to have trained for like ever."_

_ Marion stopped the maid, "Do you know the name of this wizard?"_

_ The Maid shook her head, "I'm sorry your Majesty."_

_ Marion gave a reassuring smile, "It's alright, thank you."_

_ "My dear, you look as if you have seen a ghost." Oritel took his wife's hand._

_ "I have." _

_ "What do you mean?"_

_ "I believe it's Valtor." Marion stood up, balancing herself as she stood. She was pregnant with their second child._

_ Oritel looked concerned, "The man who taught you magic?"_

_ Marion nodded, "He was always going on about how it was his destiny to become the Supreme Overlord of the Magic Dimension." She glanced at Daphne, "He was born from the Dark Flame, the Great Dragon's fire mixed with darkness."_

_ Daphne dropped her book on the table, "He's going to come after me, isn't he?" Her eyes were wide with fright, "I'm the new Guardian of the Dragon Flame, the ninth Nymph of Magix. I'm his equal. If he wants to become Supreme Overlord, he needs to get rid of me."_

_ Oritel shook his head, "No, surely he isn't that cruel!"_

_ "Knowing who raised him, I know without a doubt he would kill Daphne with no mercy." Marion turned to her daughter, "But I also know that you are one of the most talented and skilled fairies in Magix."_

_ Daphne scowled, "I won't let Valtor defeat me without a fight!"_

_ "But we can't let Daphne do this alone!" Oritel pounded a fist on the table. "We have allies, Marion, we could summon them, create a small legion of warriors, and fight against him."_

_ Daphne suddenly stood up, "No! I'm the Nymph of Magix, it's up to me to stop Valtor. That's what my power is born to do."_

_ "But you can't do it alone." The Queen tried to calm her daughter, "Your father is right, let us do everything we can to stop him. It's my fault that he has become this way, the least I can do is set things right."_

_ Oritel contemplated, "But what about you? You can't fight, not like that!" He pointed to her large stomach._

_ Marion scowled, "Fine, I'll stay home with the kids."_

_ Oritel smiled, even in the darkest of times, Marion managed to bring a smile to his face._

_FLASH! _

_ "Domino is under attack!" _

_ Screams and cries of terror echoed throughout the planet of Domino. Fallen bodies layered the ground. Blood was everywhere and fires feasted on anything it sets its eyes on._

_ "Bloom, it's okay." Marion tried to sooth her crying daughter as the terror around them ensued. "Oritel, where are you?"_

_ Oritel rushed next to his wife, his armor clanking. "Right here, but I have to go." He stroked his daughter's hair with one hand and held his wife close with the other. "Our defenses have weakened drastically. I must aid my men." _

_ "Let me help you, my magic—"_

_ "No!" He shook his head, "Keep Bloom safe and wait for Daphne to return."_

_ "I'm scared." Marion clung tightly to her husband, "I fear that this is the end of Domino."_

_ Oritel leaned in close, "Oh, Marion. It pains me to leave you, but I'm doing this for you." He gave her one last kiss. "If Daphne succeeds in gaining her Sirenix, we have a chance. Don't lose hope yet."_

_ In the empty Grand Hall, Marion held her daughter close, but the castle was no longer safe. She had to find safer ground. She travelled out of the crumbling castle, and out into the forest. The sky was so blue and clear. It seemed so wrong; people were dying under Valtor and his mothers' powers. Marion felt sick looking at the sky. The good weather reminded her of childhood days with a young, pale boy; a boy she cared for deeply.  
"Bloom, I can't take you where I'm going." Marion wiped a tear away, "Please, be a good girl, stay alive." She settled the child into the hollow of a tree, and then walked away._

_ Marion waited on the top of the hill next to the abandoned cave Valtor had once lived in. She wondered where her husband was, if he was even alive. She closed her eyes, thinking of her daughters. _

_ "They're beautiful, just like you."_

_ Marion flung her eyes open. Leaning casually against a tree was the man she had once loved. _

_ "I can read minds too, remember Marion?"_

_ Marion locked her eyes on his, never looking away, never blinking, "It's good to see you too, Valtor."_

_ "You know why I'm here."_

_ Marion nodded, "You decided to follow your mothers' path over the path of your heart. It pains me to see you this way, Valtor."_

_ "It didn't hurt you to leave me." He spat._

_ Marion flinched, "I'm sorry Valtor, I was a selfish girl, I didn't' know what I was doing."_

_ Valtor ignored her, "I'm looking for The Guardian of the Dragon Fire, where is your daughter Daphne?"_

_ "You won't find her, she's far away from here now." Marion said. "So leave Domino."_

_ Valtor shook his head, "I'm not quite finished yet, Marion. I'm not satisfied."_

_ "I warned you that if you stayed with your mothers, you would never be satisfied, you'll always want more. You'll be drunk with power and blind with rage." Marion began to plead. "Valtor you can still change. There is always a chance to change who you want to be."_

_ Valtor furrowed his brow, "It's too late, my mothers have power over me no longer. I _want_ to be the most powerful wizard. I desire to be the Supreme Overlord over all of the Magic Dimension!"_

_ Marion bowed her head, "Then I guess your promise to me is over." She wiped her tears away._

_ "Where is your daughter?" Valtor insisted._

_ "You'll have to go through me; you will _never_ touch my family!" She raised her hands, power flowing through her veins, "Let's see how far the student has surpassed the teacher."_

_ Marion didn't even have a chance; Valtor's magic overpowered her in seconds. _How did he get _this_ strong? _She thought. She felt her power crumble beneath his, and she knew it was over. "I thought you were better." She said, closing her eyes._

_ Valtor frowned, "Me too."_

_ Not a sound was made, Marion's passing was quick and easy. The ground engulfed her, she was gone, and it was over._


	7. Chapter 7

Chapter 7

_FLASH!_

_ "Mother? Father?" Daphne jumped through the portal, landing in the Dining Room of the castle. She looked dazzling; her blond hair glowed equally as bright as the golden gown she wore. "I got my Sirenix power, you won't beli—" Daphne gasped upon seeing the abandoned and ruined castle. "I'm too late." She whispered. "Valtor's destroyed everything."_

_ Flying through the castle, Daphne found no living creature. The scene outside was gruesome. Many of Domino's fiercest warriors lay dead, killed by Valtor and the Ancestral Witches. It seemed like there were no survivors. The young fairy remembered what her father had said before she left on her quest, "_If anything happens to us, save Bloom and yourself, don't try to save us."

_"I wonder if Bloom is even alive." Daphne wondered aloud. A faint cry from the forest answered her question. "Bloom!" Daphne flew recklessly through the forest, following the sound of her baby sister. _

_ "There you are." Daphne cuddled her sister close, "You're alive, but it's not safe for you anymore. I know father told me to save myself, but I have to do my duty as Guardian of the Dragon Flame." She closed her eyes, "I'm so sorry Bloom, but the Dragon Flame can't die. Not yet. I have to give you the Flame of the Great Dragon, _you_ are the Guardian now. When the time comes, I hope that you can do your duty as the next Nymph of Magix." A small flame broke through Daphne's skin, it flickered in and out as she brought it close to Bloom's heart. "Take it." The small flame engulfed the baby in a fiery glow before sinking into her flesh. Bloom started to cry again._

_ Daphne, desperate to save her sister, frantically opened a portal to a planet called Earth. She had read about it, and trusted that Bloom would be safe there. "I'll miss you." Daphne kissed Bloom before releasing her through the portal. The magic doorway vanished and Bloom was gone._

_ In the quiet of the forest Daphne waited. She knew Valtor was still here, she could sense him. This was her final chance to save her family and do the right thing._

_ "There you are." Valtor entered the clearing nonchalantly, "I need your power, Daphne. Give it to me."_

_ "I don't have it."_

_ He didn't believe her, "Where is it?"_

_ "I gave my power to my sister, but she's gone."_

_ "Then you are no use to me." The wizard was about to kill her, but thought better of it, this girl was the last of Marion's blood. She looked nothing like Marion, in fact she looked more like Oritel; but Marion's blood pumped through her just the same. He couldn't just kill her. "Leave my sight." He pushed her away from him._

_ Daphne turned and ran towards the castle, away from the wizard._

"_The last time I will ever show mercy." He muttered to himself_

_FLASH!_

_ Daphne was breathing hard and was exhausted, she ran up the stairs and into the remains of her bedroom. She had to escape, start a new life. She grabbed the golden mask that her father had given her. He had told her it was magical, but she still hadn't figured out how. She slipped it on, and blinked. Sitting there alone she realized that all of her family was gone, she was the only one. The harsh reality hit her with a wave of emotion. She was alone, utterly alone._

_ "She's upstairs, I can feel it." A voice cackled. Two others laughed with her._

_ Daphne recognized those voices as the Three Ancestral Witches. She had heard horrifying stories about them. She rose out of her misery, they had come to kill her, but she wasn't going to go down without a fight. She thought about her parents, her sister, they needed her. She had to be strong. She stood and faced her enemy. When they arrived, she didn't expect Valtor to be among the witches. His face masked the fear and hurt in his heart._

_ "Valtor, where are the rest of the family?" One of them asked._

_ "Dead." Valtor said without hesitation. "Marion and the infant are gone."_

_ "So you _are_ the last one." A witch shrieked delightedly. "Forever alone, how does that feel. No Dragon Fire, no Domino, no parents?"_

_ "But wait, you have something," A witch sniffed, "Do you have the power of Sirenix?" She cackled, "What talent you have!"_

_ "Why does that matter? Let's just kill her!" Another one sniveled. _

_ "Wait!" The last witch raised a hand, "It isn't enough. She'll still be mortal, she'll eventually die. I say we take away her body, curse the Sirenix power, and leave only her spirit, that way she'll watch time go by without her, and anyone who dares to achieve Sirenix shall have the same fate!"_

_ The sisters laughed wickedly. Valtor turned away, frowning._

_ "Care to do the honors, Belladona?" One of them asked._

_ "Don't mind if I do." Belladona's yellow eyes pierced Daphne like a spear to her heart, she cried out in pain._

_ Valtor glanced at the girl struggling to stay together, but couldn't bear to watch. He turned away and ran. "What have I done?" Outside the walls of the palace, cities had burned to ash. Not a single creature was left alive. Valtor had destroyed the only place he called home; he had killed the only woman he loved. A tear fell from his face, it landed on his cheek, burning like the pain in his heart. It was his first and last tear. _

_ "Valtor!" King Oritel, barely alive limped toward him. "Where is my wife?"_

_ "Dead." _

_ Oritel froze. "What of my daughters?"_

_ "Dead."_

_ The once noble king collapsed to the ground, he sobbed uncontrollably. "Then I have no desire to live anymore. Kill me Valtor."_

_ Valtor looked at the pitiful sight. This was the man who had taken his true love away, he hated this man. He considered killing him, it would be his final revenge. _

I thought you were better.

_ Marion's last words haunted Valtor's mind. This was his chance to prove he could be a better man, but his hate for life, his hate for the man before him, his hate for his mothers, it all seemed far more powerful than a single act of kindness. So he left him there, left him there to die._


	8. Chapter 8

Chapter 8

Bloom didn't want to open her eyes, she didn't want to do anything besides cry. "Mommy, Daddy." She muttered, curling into a fetal position, "I need you."

"Then maybe you should ask _us _to help you." A condescending, yet ancient voice spoke to her.

Bloom lifted her head from the sofa, she was still in Miss Faragonda's office, but there were no lights on, only a magical golden sphere surrounded her, protecting her. There was no one in the room. "Where are you?"

"Trapped where no living creature dares to go." The voice said. "But our power reaches far and wide."

"Are you the Ancestral Witches?" Bloom asked. "Are you Valtor's mothers?"

"We are." Three voices answered.

Bloom stood up, wandering the room, "What do you know about my parents?"

"They're not dead." A second voice answered.

"Not dead?" Bloom gasped. "But how is that possible? My mother was buried deep into Domino, and my father died alone and wounded. I saw them. How is this possible?"

"Valtor had nearly defeated Oritel and Marion, but we were always with Valtor, hidden behind the scenes. He thought he had buried Marion in the ground, but instead she was sent across space to our prison. Oritel was left to die of his wounds and we found him. We sent him across space too, but he still had enough magic in him to take us with him. Trapping us all in Obsidian."

Bloom thought for a moment, "How do I know that you're telling the truth?"

The witches laughed, "That's a risk you're going to have to take or not."

"Do you have enough power to send my parents back here?" She asked.

"Why would we do such a horrible thing like that?"

She glared, "Never mind, I'll take care of things myself." She stormed out of the room, and towards her room. She could feel the eyes of the Ancestral Witches watching her as she stormed out, but they dared not follow. She could tell that there time left here on Alfea was near over.

"She should be back by now; Faragonda said it wouldn't take this long." Tecna's voice carried into the hall. "It's been _hours._"

"Layla's been gone for a while too." Flora whispered.

Bloom pushed the door open, she peered in and saw her friends' wide horrified eyes turn to relief and joy.

"Bloom!" Stella was the first to leap at Bloom. "You're okay!" She pushed Bloom away, studying her, "You are okay, right?"

"I'm fine, Stella!" Bloom laughed. "I'm just glad to be back."

"Oh, Bloom we were so worried." Flora said, "Are you sure you're okay?"

Tecna nodded, "What did you see?"

Bloom followed the group as they led her to the couch in the center of the room, "I've learned so many things that I had no idea about. Get this, Valtor was in love with my mother."

The room gasped, "Whoa, that's crazy!" Musa exclaimed. "Did she love him?"

"I think she did for a long time, but then she met my dad, Oritel." Bloom explained Valtor's memories to them, telling them everything, even about the witches she spoke to after she woke up.

"So our next quest is to save your parents?" Stella asked, "What about Andros?"

"Our parents are taking care of that." Layla walked into the room, "I just got back from Andros, the Magix Council is helping Andros. Tressa has been a guide for them and they've been able to save some of our mermaids and help them break free from Valtor's mark. I think Valtor's losing his grip over Andros, we couldn't find him or the Trix anywhere."

"But he'll go somewhere else," Bloom warned, "That's what he did last time; he travelled from planet to planet stealing magic relics and spells and gathering minions."

"How awful." Flora breathed.

"So how do you plan on getting your parents back, Bloom?" Stella asked, pulling her blond hair out of her face. "Any grandiose plan?"

"Not yet." The red haired girl rested her head against the couch, but then quickly sprung back up, "Where are the guys? Where's Sky?"

"They went back to Red Fountain." Musa explained, "After Valtor hadn't made a move for ten hours, they decided to head home."

"But Sky is flipping out, you better call him pronto!" Stella dropped Bloom's phone into her lap. "We'll give you two some privacy!" She winked before herding the Winx out of the dorm.

Bloom hit the speed dial, the holographic image of Sky hovered over her phone, a frozen smile on his face. She adored that smile.

"Bloom?" The image flickered away and a live holographic feed of Sky's face welcomed Bloom, he looked as if he hadn't slept in a long time. "Are you okay?"

Bloom waved at him, "Sky, you have no idea how happy I am to see your face! I've missed you." She wanted to hold him, to feel his arms around her, but sadly magic phones can only do so much. His face was enough for now. "I'm okay, but what about you? You look awful!"

Sky ran a large hand through his blonde locks, "Yeah, I haven't slept much."

"Were you worried for me?" Bloom asked.

"I was freaking out, Bloom!" Sky raised his voice, "I almost lost you!"

Bloom cut the jokes, "I'm sorry Sky, I really didn't want to make this a big deal."

"You can't help that, Bloom. It's just how things turned out." Sky reached a digital hand towards her, "I love you Bloom, and I'll do anything to protect you. Let me know if there is something I can do."

"I could really go for a hug right now." Bloom suggested.

Sky put his game face on. "I'm on it. I'll see you in 30 minutes."

"Sky! It's late!" Bloom protested. "You need some sleep."

"I have to make sure my princess is safe before I can sleep."

Bloom blushed. "Alright. You win. I'll see you soon."

Sky saluted before signing off. Bloom's stomach did a happy flip. She was the luckiest girl alive!

"So…" Stella sauntered in, "When's he gonna be here?"

Bloom's jaw dropped, "How did you know?"

"Please!" Stella crashed next to her best friend on the couch. "All of your phone calls end up with Sky coming over here! He is head over heels for you…and you're head over heels for him!" She poked Bloom at her side.

"Stop!" Bloom laughed. "That hurts!" It felt so good to laugh, like all of the tense feelings she had recently built up were suddenly just set free.

"I'm so glad you're back, Bloom." Stella hugged her. "I've missed you."

"Me too." Bloom held the tender moment close to her heart.

* * *

The Winx had agreed to give Bloom and Sky an evening to themselves and left for pizza, but not before doing an intense dorm cleanup and a major makeover for Bloom. When they left, the dorm was sparkling and Bloom was dressed in new designer jeans (Stella's pick), a loose white blouse (Flora's pick), a comfortable, yet stylish pair of moccasins (Musa's pick), a pair of silver stud earrings (Tecna's pick), and her wild, red hair pulled back into a braid (Layla's pick).

"Have fun!" The girls chorused before exiting the dorm.

Bloom waved as they closed the door behind them. She waltzed over to the balcony at the end of the large room. She pulled open the doors and breathed in the fresh, night air. The sun was sharing its last rays of light, but moonlight was quickly taking over and stars were starting to scatter across the dark blue sky.

"Beautiful night, isn't it?" Sky, on his windrider, glided up to the balcony. His helmet was off and his long hair fluttered in the light breeze. "Want to go for a ride?"

Bloom grinned, "You bet!" She leapt off the balcony and landed in her man's arms. "I've missed you so much!"

Sky's eyes sparked, "Imagine what it was like being awake! Complete torture!" He leaned down to kiss her, but Bloom stopped him, pressing her hands against his lips.

"Safety first," She reminded him. "Where's my helmet?"

Sky glared, but then broke into a wide grin. "Here." He handed her the pink helmet he kept in the back storage of his windrider, he had bought it for her as a surprise present.

Bloom slid behind him and wrapped her arms around his waist, her helmet secured around her head. "Ride me to the sunset, my knight in shining armor."

Sky steered the windrider towards the forest, the breeze was cool against Bloom's skin, she shivered and wrapped her arms around tighter, feeling Sky's broad chest and thick muscles. She nuzzled her head into his back. This was home away from home. She took in a breath of Sky's cologne, citrus scented. She could remain like this forever, forget about Valtor, forget about the Trix, and just float close to the stars with the one she loved.

"Bloom." Sky tenderly whispered in her ear, he had slowed to a stop and landed on the shore of Lake Roccaluce, "What's on your mind?" With great care, he lifted her helmet and rested her head on his shoulder.

"I just want this moment to last forever." Bloom sighed. "No danger, no questions, no homework or obligations to anyone. It's just the two of us. I'm so scared Sky, about school, about my parents, about Valtor. I mean, what if he goes after my friends, or you? He's torn everything apart that my mother loved, and I'm afraid he's going to do that to me." She snuggled closer. "I just wish he stayed in Omega and had never came back."

Sky contemplated what his next words would be, his lips pursed. "No matter what happens, though, Bloom, I'm here. I'll never leave you."

Bloom's eyes, watered with emotion, bore into his, "Promise?"

Sky held her tight against his chest, "Promise."

Bloom and Sky sat in silence for what seemed like eternity. _If this is a dream, I don't ever want to wake up, _Bloom thought to herself. _I don't want this feeling to ever leave._

Sky nudged her, "Ready to head back? Griselda might notice their prize student missing."

Bloom yawned, "I think my bed is missing me even more."

Before she could protest, Sky lifted her into his arms and held her around the waist as he mounted the windrider and ascended into the sky. Feeling his warmth enveloped around her, Bloom felt safe. She closed her eyes allowing sleep to come over her.

* * *

"Bloom. Wake up."

Before she even opened her eyes, Bloom knew she was back in the depths of Lake Roccaluce. "Daphne, is everything okay?"

Daphne's golden form took shape, "Did you see Valtor's memories?"

Bloom nodded, "Did you know? About Valtor and mother?"

Daphne's eyes, though translucent and golden, looked troubled. "Yes. I saw everything. Valtor's love for mother has now turned into pure hate, it fuels him and revives him. He wants to see you dead."

"How do we stop him?"

"I can do nothing." Daphne sighed with regret. "This is all up to you, Bloom."

The truth weighed on Bloom, she was alone in this. As the last living member of the royal family of Domino, Valtor wanted her blood, Marion's blood. Only Bloom could save her family now. "I'm all alone."

Daphne moved closer. "Bloom, I have full faith in you. Do you forget that it was _you_ who defeated the Trix, that it was _you_ who stopped Darkar?"

"But Valtor is so much more powerful! He destroyed a whole planet!" Bloom fretted. "He killed our parents! He nearly killed you! I can't fight something like that!" She shook. "I'm not as strong as everyone thinks I am. I'm scared all the time. I'm scared _now_."

"Do not doubt yourself." Daphne said. "Do not doubt the fire that rests inside of you. There is a reason why _you_ are the Guardian of the Flame, not anyone else. You are special. And when the time is right, you will do what needs to be done. I only have one small piece of advice before my power sends you back. Valtor will never be defeated by your Winx power alone. You _must_ gain your Enchantix."

"But how?" Bloom cried. "There is no one for me to save. I'm the only person left from Domino!"

"Then maybe you need to save yourself." Daphne suggested .

Bloom furrowed her brows, "What do you mean?"

Daphne shook her head, "I was only thinking out loud. You must go Bloom. It's time for you to return to the surface. I wish you luck." She started to fade from Bloom's vision, the world turned to black, and Daphne was gone.


	9. Chapter 9

Chapter 9

Bloom buried herself deeper inside her bed. The worst part of the day was by far waking up. She struggled forcing her eyes open. It felt as if someone had glued her eyes shut the night before. She blinked, and rubbed the sleep out of her eyes.

"Good morning sleeping beauty." Flora turned her swivel chair around to see Bloom. "I was wondering how long you were going to sleep in? Did you have fun last night?"

Bloom struggled to remember the events of last night, her mind was full of fluff and sleep and it took a while for all of the fond memories to flood back into her mind. "Yeah, it was _so_ nice to be with Sky again."

"And I bet he was happy to see you too." Flora added.

Bloom swung aside her blankets and came and sat next to Flora on the desk in her own chair. "I forgot what it was like to have his arms around me."

Flora nodded. "I feel the same, Helia and I haven't seen much of each other since Stella's princess ball."

Bloom quieted, here she was complaining about her own love problems, she had completely overlooked that others were affected by Valtor's evil too. A twinge of guilt ran through her, "I'm sorry Flora."

Flora's smile brightened, "It's alright! Helia calls me every night to make sure I'm okay. He's very sweet like that…" her eyes glazed over, daydreaming.

"Bloom! Flora!" Stella burst in, already washed and dressed. "Breakfast is ready, how much longer are you going to make us wait?" She tapped her foot. "Well?"

Flora gracefully leaped out of her chair, "Where are the others?"

Bloom spoke before Stella could answer, "You guys go ahead, I'll meet you there. I'm gonna change."

Stella stuck her tongue out, "Alright, but be quick about it."

Stella and Flora raced out of the room and out of their dorm. Bloom plopped back onto her bed, and sat in silence for a few moments.

She was jealous of her friends, they could recover so quickly from their experiences, but Bloom struggled to forget all of the nightmarish monsters she saw, and all of the evil. She still shivered thinking about Darkar and the power he and his minions had over her. She felt her hair raise every time she recalled the army of decay that the Trix had summoned on her first year at Alfea. The horrors Bloom faced seemed to be etched in her memory, and they still scared her. Because of the dark power out there, Bloom herself had turned evil and almost killed the man she loved and the friends she held dear. Dark magic frightened her, but it seemed to be attracted to her and there was no escape from it.

"Why do _I_ have to have the Dragon's Flame?" She asked aloud. "It isn't fair. Everyone evil out there is trying to kill_ me_, I just want to survive school."

She looked around her bedroom. It looked like it belonged to a normal girl with hopes and dreams, who had crushes, and best friends, and not a single care in the world. Her room looked like it belonged to an earth girl, not a girl with special gifts and powers. Bloom was different. No matter where she went, she stuck out. Even when it came to magic, Bloom was different. She was supposed to be the strongest, the one to save a whole planet. All of her life, she just wanted to be normal, to fit in. "I guess I just wasn't born to blend in." She said to Kiko, who had crept out from his bed.

"Well, the girls are waiting for me." Bloom jumped up and quickly changed into her denim skirt and blue shirt. She pulled on her knee-high socks and her ankle boots after that. She brushed her hair out of her face and raced out of the dorm and towards the dining hall.

The familiar sound of gossip and laughter could be heard even from outside of the hall. Bloom weaved past fellow peers and finally managed to slip into a chair next to Stella.

"So, Grizelda came over while you were still gone." Stella whispered into her ear. "She said Faragonda wants to see all of us."

"What do you think she wants?" Bloom asked. "It must be about Valtor."

"It has to be, what else is there?" Stella said. "Of course, there is a possibility she found out about your late night date with Sky." She raised an eyebrow mockingly.

Bloom glared. "As if you have any room to talk, wasn't it _you_ who didn't come home until late that morning on her first date with a certain someone?"

"We got lost; I hardly think that that is a fair accusation." Stella raised her nose up.

Bloom shrugged, she could never win against Stella, but she loved Stella for her stubborn pride and didn't mind losing to her.

Layla waved to grab Bloom's attention. "So…how was your date?"

"It was romantic, she said." Flora jumped in before Bloom could answer. "She didn't get home until around 1:30."

Layla shrugged, "I've been out dancing until morning some days. Those were always an adventure getting away with them."

Tecna shook her head, "That is incredibly taxing on your body health, and you were illogical."

"Like I care, all I wanted to do was dance."

"Layla," Stella shouted and pointed a spoon directly at the princess, "You know what you need?"

"Earplugs?"

"No." Stella ignored the comment, "A man. I mean think about it, you love to dance. What wouldn't be better than a dance partner?"

"Sorry," Layla stabbed her eggs, "I'm more of a solo kind of gal. Besides, my parents already have my wedding planned for me. I'm trying to avoid romance for as long as possible. I hate even the sound of the word _love_. It's overrated and people lose their heads over love."

Stella waggled her eyebrows, "You say that now…but you'll see. Stella the love-master is always right."

"Love master?" Musa guffawed. "Oh you kill me, Stel!"

"Girls," Faragonda approached the six girls at the end table. "I'm terribly sorry to interrupt such a jovial time, but we have very serious things to discuss. Come with me into my office."

The girls all glanced at one another before taking their leave and following their Headmistress out of the hall, up and over to the Main Office.

"What is this all about, Faragonda?" Bloom asked once the door was shut behind them in the office. "Is this about Valtor?"

Faragonda looked over her spectacles. "Yes, my dear, this has _everything_ to do with Valtor. We need to be prepared for an attack at any moment. But we are not ready, only one of us has the Enchantix power, and it isn't enough."

Bloom raised a hand before speaking, "I had a dream with Daphne, she told me that only the Enchantix power could defeat Valtor, but I didn't believe her, so she's right?"

Faragonda smiled. "Daphne is correct. It is imperative that Alfea's third years gain their Enchantix, especially you girls, you are near the heart of this and if you aren't prepared for what's to come, things could get far more serious."

The girls glanced at each other, fear reflecting in each other's eyes.

"So what exactly are we supposed to do?" Stella wailed. "Force someone into a sticky situation so we can save them and gain our Enchantix?"

Faragonda shot a disapproving stare, "Typically your Enchantix comes naturally, but I'm afraid that Stella is right, we may have to force you all into earning your Enchantix."

Bloom's stomach tightened. "But what about me, Headmistress? I don't know anyone from Domino, they're all dead."

Faragonda smiled, "That's why I am sending you and Layla to a planet called Pyros. It is the planet where the Great Dragon supposedly used to live before it finally rested on the planet Domino. There may be some connection between the Great Dragon's Flame and your own flame, and we may find answers."

Bloom had never heard of Pyros, then again, she hadn't heard of a lot of planets outside of Magix. She turned when she heard the other girls gasp upon hearing the word _Pyros_.

"Faragonda, that place is full of vicious and barbaric dragons!" Musa exclaimed. "No person has been able to go there and get out in one piece!"

Faragonda raised a hand and silenced Musa, "I know what rumors have spread of Pyros in the halls of Alfea. But on a small island on Pyros lives a community of humans that Bloom and Layla can go to learn the answers they need. I can assure you that your friends will be safe."

"What about the rest of us?" Tecna asked.

"The rest of you will be travelling to each of your own planets to earn your Enchantix. Stick together, though, I don't want any of you alone. You'll need to work together and stay strong. Once you have all earned your Enchantix, come back here and I shall assign a new task for you. Do all of you understand your mission?"

Each girl nodded. They understood and they were ready.


	10. Chapter 10

Chapter 10

"Thanks again, for the ride _boys!"_ Stella snuggled close to Brandon, linking her arm through his.

"It was no trouble!" Timmy pushed up his glasses for the umpteenth time from the tip of his nose.

Stella, Musa, Tecna, and Flora all watched as the Specialists moved and worked around the ship like a small colony of bees.

"So where are we going first?" Musa kicked her feet up on the seat next to hers, "Let me guess, Stella gets first dibs?"

Stella raised her chin, "Of course, royalty first!"

"And how do you plan on getting your Enchantix, your_ highness_?" Musa asked.

"I haven't got a single idea." Stella moaned, "I mean, what do they mean by _sacrifice?_ There is nothing about me that I am willing to sacrifice for a random citizen."

"Who says it's random?" Tecna looked up from her computer, "Studies show that nine out of ten fairies know the person they save. It's more than likely that you will know and will be willing to sacrifice for that person."

"Well, this had better be worth it." Stella folded her arms and tapped her foot. "Are we there yet?"

Riven, the pilot of the ship, turned and glared at Stella, "Make yourself comfortable, _princess_."

"What does that mean?" Stella whispered to Musa.

"How should I know?" Musa shrugged."

"He's _your_ boyfriend!" Stella whisper-shouted.

Musa stared, "So?"

Stella screwed up her eyes, "What kind of relationship do you two have?"

Musa didn't respond, but instead looked out the window.

Flora giggled in the back, "I can tell this is going to be a long adventure."

* * *

King Radius wasn't surprised when he saw the ship land by the palace. Faragonda had told him in advance of what the Winx girls were planning. _Forcing them into their Enchantix?_ He had never heard of such a thing. He didn't even know if it was possible, but he promised Faragonda he would do what he could, he just wasn't sure if what he had prepared was such a _safe_ plan. In fact, he knew it wasn't safe, but it had to be done.

"Your Majesty," The King's personal attendant entered the royal quarters, his face was calm but when he spoke, his voice shook, "Princess Stella has arrived, shall I take her below?" A small bead of sweat ran down the side of his paled face. He knew the plan, and he didn't like it either.

The King of Solaria hesitated. It wasn't that he doubted his daughter's power, but what lied in the dungeons of the palace struck fear even in his own heart. He almost said no, but instead sighed before nodding and giving the attendant his consent.

"Good luck my little sunshine." He whispered to the air.

"I have to get my Enchantix down _there?_" Stella pointed down the entrance to the dungeons. "Okay, there is no way I'm going down there, its pitch black down there!" She glared at the attendant, "Bring me my father." She threatened.

The attendant looked like he would melt under Stella's glare. "I'm sorry, your highness." He squeaked. "But this is your father's orders."

"C'mon Stella." Brandon grabbed her hand. "I'll go with you."

Flora nodded. "We'll all go with you."

Stella's expression softened, but she didn't let go of Brandon's hand. "I'm the fairy of the sun, I don't do darkness."

Brandon gave an encouraging smile. "You're the most dazzling fairy I know, I know that you can kick whoever's butt is down there waiting for you."

Stella took a hesitant step beyond the entrance. She gripped Brandon's hand as if her life depended on it. Brandon tried to ignore the fact that his left hand was slowly going numb.

Flora, Musa, and Tecna walked behind as Stella led the way into the stone dungeon. They travelled down multiple flights. Not a single torch was in sight. Stella summoned her scepter and used it to guide the company further and further down below the palace of Solaria.

"I'm detecting a very large life-form behind the door here." Tecna stopped and pointed at a prison door completely made of a mix of magic, steel, and iron. "This looks exactly like the door that the attendant described."

Stella bit her lip. "Okee dokee, let's get this done and over with." She approached the door, broke the magic seal on the latch and slowly opened it.

"Stella!" A voice screeched from inside, it was high-pitched, deafening, and frightened.

Stella ran into the cell. It was a large spacious cave. Broken stalactites and stalagmites were scattered across the damp floor. Stella flinched at the sight of the giant gashes on the walls. Whatever was in here was incredibly strong and incredibly large.

"Stella!"

In the center of the cell, hanging from a cluster of chains by her hands, was Queen Luna. Her intricate and flowing gown was torn and muddied. Her golden hair was ratted and unkempt and her eyes were wide with fright and horror, tears brimming at the edges.

"Mom!" Stella screamed. She transformed and flew up to her mother. "Are you okay?"

Her mother shook her head, "Don't turn away from the beast." She sobbed.

Stella grabbed her mother by the shoulders, "Mom, look at me. What is going on?"

"Stella, behind you!" Brandon shouted from the entrance of the cell.

She turned around and blanched.

It was a dragon, but not like any dragon anyone had seen before. Completely made of shadow and darkness, the beast shifted between solidity and dark smoke. Its red venomous eyes locked onto Stella's radiant power and spread its black leathery wings, preparing to attack. Stella skillfully avoided the dragon's quick and deadly strikes, but she knew she wouldn't be able to keep the act up forever. She had to do something to stop him.

"Stella!" Tecna shouted from below. "Aim for its eyes! Blind it!"

Stella studied the red eyes, they were small, but she could easily strike them. She launched a volley of spells at the burning pupils. She was so concentrated on casting her spells, she didn't see the black tail strike her from behind. The pain was excruciating and Stella plunged towards the ground.

Brandon threw his blade aside, he had to catch her. He reached up, ready for her to land in his arms. But once again, the dragon's silent tail struck and launched the specialist across the other side of the cell.

Stella crumpled onto the ground. She laid still for what seemed like hours. Slowly her eyes focused on her surroundings her. Above, she watched her friends fight for her, but the dragon was ignoring them and their spells. His red eyes were once again locked on only one person, one victim.

"Mom." Stella breathed. She looked over, the Queen was helpless and the beast could easily obliterate her; but Stella wasn't about to let that happen.

The Fairy of the Sun summoned every ounce of power within her, she could feel the dragon's darkness draining her but she fought the exhaustion. Her body ached and her wings felt like they were breaking as she lifted herself up into the air. She gritted her teeth and pushed through the pain, her body was coated in her own sweat. She glanced over and saw the dragon's jaws wide open, a spark of fire bursting into a jet of flame.

"MOM!" Stella rocketed towards her mother, who was in the flame's line of fire. Panic swept over her, she wasn't willing to lose her mother. With her wings holding her steady, Stella created a shield, completely made from her own light.

The jet of fire slammed against the shield. Stella could feel the heat surrounding her and her mother. It was intense, and the air grew thick and it became hard to breathe. Stella could feel the fire's magic tearing at her shield, tearing at her life. The shield of light starting to melt, and fold in on itself, the heat became more and more intense; more painful. For a single moment, she thought about breaking the shield and saving herself. But her mother was far more important. It didn't matter what happened to Stella, what mattered was keeping her family together, keeping the hope of her parents reunited alive. She_ had_ to keep the hope alive, no matter what. She waited for the searing pain to burn her flesh away, to feel the flames lick her skin.

But no pain came, in fact, her pain started to subside. A warm, friendly glow surrounded her. She saw her bruises, her scars and cuts vanish away. She felt clean, whole, and powerful. What were once broken and nearly useless wings now were powerful, large, and golden wings. She felt her new magic channel through her body, renewing her strength, her hope. She grinned when she saw her gorgeous blond locks flowing behind her. She was powerful _and _beautiful, a perfect match. She spun around; expecting to see the shadow dragon waiting for her, but it was gone.

"Mom!" Stella zoomed over to her mother.

The Queen was surprisingly already freed and her gown was mended and her hair styled and pulled back. "Well done, Stella. You passed our test and gained your Enchantix."

"You mean you created that…that _thing?_" Stella shouted.

"Well, actually your father helped me." Luna blushed. "But yes…it was simply a creation made to help you gain your Enchantix."

"Help?" Stella glared. "That was far from helpful."

Radius ran into the room, his face flushed from running. "Luna, Stella are you alright?"

"We're fine." Luna assured him. "The test worked, and just look at our daughter."

Radius admired Stella's golden transformation, "You certainly do look beautiful."

Stella grinned widely. "Thank you Dad!" She pulled both of her parents into a tight hug. "I'll be back soon to tell you guys everything, but we have to keep going! I love you!"

Stella, Brandon and the girls quickly said their farewells and left the cell without another word..

"You look good, honey-bun." Brandon whispered on the walk to the ship.

"I look fabulous!" Stella squealed. "I can't wait to try out my new wings for real!"

"Looks like you won't have to wait long, look up!" Tecna shouted.

The Winx girls glanced up at where Tecna was pointing. High up in the sky between the two suns were the Trix. Tight in Icy's grip, someone was struggling to be free.

"DAD!" Musa screamed.


	11. Chapter 11

Chapter 11

Bloom's stomach seemed to drop as soon as the portal closed behind her. There was no going back. Even though Faragonda assured her that they would be safe, she was still deathly afraid of what she would find on Pyros.

"Faragonda said there would be someone waiting for us here." Layla said. She searched the clearing.

Surrounding them was a thick, dense forest. Bloom struggled to see beyond the first few rows of trees. The air was humid, and it felt as if the air was licking her, coating her in heated sweat. She squirmed in discomfort. She had never liked humid places, and this was by far the worst.

"Let's get through this fast, okay?" Bloom said. "I don't want to be here longer than I need to be."

Layla nodded, "Agreed. This place doesn't feel right. I feel like something's watching us."

Bloom anxiously scanned over the trees again, "How can you tell? The forest is so thick."

Layla shook her head, "I'm not sure, I just have this feeling."

Bloom shrugged, "I don't feel anything. C'mon, we need to find the village Faragonda mentioned."

Just as Bloom was about to tunnel through the tight-knit forest, a loud rustling stopped both fairies in their tracks. Someone was nearby, coming towards them.

"Oh dear!" A voice exclaimed. "I believe I am late." A hand burst from behind a wall of leaves, a body followed close behind, blindly pushing vines and brush aside.

"I am Maya, you must be Bloom and Layla. Faragonda – my dear old friend – told me in advance you would be coming." A woman with dark skin entered the clearing. Her skin was tough, like leather. and her white hair was thin and pulled away from her warm, friendly face. She was dressed in leathers and furs and carried a staff with her. "Come this way, the village wants to meet you."

Bloom glanced nervously at Layla, who returned a similar stare. They followed silently behind the old woman through the thick jungle. In the distance Bloom heard the hair-raising roar of a dragon. Bloom edged closer to Layla, she wasn't so sure she liked this planet.

The travel to the village was considerably short. The village was small, but lively. The houses were scattered everywhere. Some were high up in the trees, and others were built underground. All of them, however, were made from nature. _Flora would love this,_ Bloom thought to herself. The center of the village was void of all houses, only a small pool of clear water was there. But all of the residents seemed to flock to the center to socialize and work.

"This is the village of Pyros." Maya smiled warmly as she herded them to the center. "It is small. But it is home."

Layla nodded at the group of people by the small lake, "Do they have magic powers?"

"We all use magic here, we have learned to communicate and work in communion with the planet." Maya explained.

"That's incredible." Bloom said. "I've researched different cultures and I've never heard of a magical culture that works so close with nature besides Flora's planet."

"Many come from all over the world to learn our ways," Maya continued, "In fact, we have an apprentice here now. Maybe you'll meet him."

Layla turned to Bloom, "You should probably start training right away. We don't want to allow Valtor any time to gain strength."

Maya nodded her head, "Faragonda explained to me your situation. Come this way, Bloom. We'll begin your training." Maya took Bloom's hand, "I'm sorry, Layla, but this is something Bloom must do alone." She smile sympathetically then led Bloom out of the village.

"What am I doing here then?" Layla mumbled to herself. She felt useless. Why had Faragonda sent her here? She awkwardly watched the children by the small lake play; a man was playing with them. He looked different from the rest of them. He was dressed in royal purple and his skin was dark, just like her own. His rich brown hair was pulled back into a braid, and the children tugged on it. He laughed as he rolled around in the ground. He looked familiar, Layla swore she had seen him somewhere before.

* * *

"Look within yourself." Maya's voice was smooth as she softly guided Bloom. "Search deep inside."

"What am I looking for?" Bloom asked.

"The Dragon Fire." The native woman whispered. "Find it inside yourself. Grab hold of it, and let it guide you to where you need to go."

Bloom closed her eyes, she didn't understand what Maya wanted, but she was willing to try. She concentrated on the Dragon Flame, but visions of Valtor continuously distracted her.

_I will destroy everything you love._

Bloom felt the sweat run down the side of her face.

_I will destroy your sister._

Her body shook, this wasn't feeling right.

_I will destroy your friends._

The visions of Valtor became more intense, more vivid.

_I will destroy the man you love._

She tried to pull away, tried to wake up.

_And then I will destroy you._

Bloom screamed as she forced herself out of the vision. She had collapsed in the process of the vision, and Maya was crouched over her, concerned.

"What went wrong?" Bloom asked, still shaking.

"It was not your fault." Maya sat back down, cross legged. "This Valtor had tapped into your mind. He is very powerful."

"Does that mean that he'll come and find me?" She asked, terrified.

Maya shook her head, "I do not think so. You are safe here on Pyros." She grabbed Bloom's hand, "Everything will be okay."

Bloom nodded, but she still was scared.


	12. Chapter 12

Chapter 12

Icy gripped Ho-Boe's neck, forcing him to struggle. She liked it when adults squirmed under her power. But she knew it was too soon to celebrate, she still had to destroy Musa.

"Let my Dad go, _Icy!_" Musa screamed.

"Or what?" Icy spat, "Are you going to play me a lullaby?" She laughed, "Please, you're power is nothing compared to the power Valtor has given me! I can squash you like a bug if I want to."

"Try it then!" Stella shouted, "I bet you've got nothing on me!" In a swirl of blazing light, Stella prepared herself to strike.

"Be careful Stella," Flora shouted, "We don't want to hurt Musa's father."

Stella pulled her power back, "Then what should we do?"

"I have an idea," Icy grinned slyly, "Tell me where Daphne is and I'll let daddy go."

Musa looked at her friends with wide eyes, "What should we do?" She whispered.

Stella frowned, "Why would she need to see Daphne? She's got a plan up her sleeve."

"It's more likely that Valtor has a plan," Tecna corrected, "But I agree that we shouldn't reveal Daphne's location."

"But what about my dad?" Musa panicked, "She won't let him go until we tell her something."

"So we lie!" Stella shrugged, "Give ourselves some time to power up and meet back up with Layla and Bloom."

"I'm waiting!" Icy shouted, "Quit your whispering and tell me where Daphne is."

"She's on Domino!" Tecna shouted, "Her spirit is tied to Domino."

Icy grinned, "You really are the most gullible _pixies _I've ever met. Stormy, give me your strongest tornado."

Stormy winked, "With pleasure."

The Winx girls watched in horror as Stormy conjured a dark, roiling tornado. They could feel the winds trying to pull them in.

"Say goodbye to daddy." Icy cackled and then slowly released her grip on Ho-Boe, he screamed as he was pulled into the tornado's violent winds.

"DAD!" Musa launched herself into the tornado. A flash of red could be seen spinning and spiraling out of control inside the tornado.

"Musa!" The Winx girls screamed. There was no way Musa or Ho-Boe could survive that, they thought.

Stella was about to leap into the tornado when Tecna stopped her. "Look!"

Deep within the dark roiling twister, Stella could spot a ray of light. She smiled, Musa had gained her Enchantix. A song could be heard playing from inside the tornado, as it got louder, the twister began to shrink until there was nothing left but Musa and her father, unscathed and alive.

"It's time we teach Icy a lesson." Musa said, but the Trix were long gone.

"They'll be going to Domino." Tecna informed them. "I suggest we work extra hard to get the last two Enchantix."

"Are you okay Dad?" Musa held her father close. "I'm so sorry that they did that to you."

"Musa, your wings!" Ho-Boe pulled her away from him, "You saved me!" He hugged her again. "I've never been more proud of you."

"Thanks dad." Musa smiled. "Riven can transport you home while I go help my friends."

As if they had appeared from nowhere, Riven and the other specialists flew in. Riven exited the ship and escorted Musa's father into a second ship. He stared at Musa for a long moment before waving goodbye.

"Uh, Musa," Stella sidled up to her friend, "I think you caught Riven's attention with those fabulous wings."

Musa looked down at her new look. Her skirt and top were dark pink and her wings were gold and pink. She twirled around, letting her dark locks fall in front of her face. "This feels awesome."

Flora grabbed Stella and Musa's hands, "I'm so proud of both of you. We are making so much progress and it hasn't even been a full day."

Tecna held up her computer. "Statistics say that if we continue to be successful, all of us will have our Enchantix before the Trix return from Domino."

"Well then let's hurry." Stella, now back in her casual clothes, ran to the ship.

"Is the ride to Linphea normally this bumpy?" Musa gripped her seat so she wouldn't fall.

"Not usually." Flora answered.

Tecna looked concerned, "Timmy, my scans have reported that this ship is malfunctioning."

Timmy was chaotically pressing buttons on the ship's computer. "The system is failing, I don't understand why."

Brandon, who was piloting, yelled out in pain. "Something just blew up over here, I can't pilot the ship anymore."

Stella's eyes widened. "Are you telling me the ship is _breaking?_"

"Is there anything we can do to help?" Flora asked.

Timmy's voice shook. "Just stay out of our way, we'll get this under control," then he muttered, "I hope."

The ship began to shake more uncontrollably. Musa gripped her seat even harder, her knuckles turning white.

"Timmy, we're heading straight into an asteroid field, I can't maneuver us away."

"I know, I'm trying to fix it." Timmy's hands shook as he typed faster into the computer.

Tecna watched him over his shoulder, "There is something very wrong, there is no way you can fix this from the outside." She pushed Timmy out of his chair. "So I'll just have to probe inside."

"Tecna that isn't safe." Timmy warned, "If you connect to a malfunctioning computer, you could fatally harm yourself."

Tecna glared at him, "I am aware of the consequences. But something has to be done or all of us will die. If I have to sacrifice my life in order to save all of yours, so be it."

Without another word, Tecna transformed. A small green string of power stretched from each of Tecna's fingertips and towards the mainframe of the computer. Her body glowed a fluorescent green, it ebbed to the beat of her heartbeat. She smiled at Stella, Musa, and Flora before closing her eyes.

Brandon glanced up from his view screen, "Three minutes until impact."

The ship shook violently, but no one said a word as they waited for Tecna to come back.

Flora bit her lower lip, worried.

They were all worried, terrified. Timmy's words echoed in their mind, _you could fatally harm yourself._

"Two more minutes until impact."

"It shouldn't be taking this long." Flora said. "Look at her, she's in pain."

Sweat was running down Tecna's face, her eyebrows were furrowed and her body seemed to shake even more than the ship. The green glow around pulsed faster, as if it were desperately beating for its life.

"One more minute until impact." Brandon said, defeated.

"She's not going to make it." Musa said.

Timmy stared at Tecna waiting for a sign of life other than the pulse of her heartbeat.

"Come one Tecna." Stella whispered.

"30 more seconds."

Outside the ship a vast field of asteroids seemed to surround their ship on all three sides. Musa stared at them, praying they would disappear.

"I never thought it would end like this." Stella muttered, she reached for Brandon's hand and gripped it tightly.

Suddenly, the ship stilled and came to a stop. All of them turned to Tecna. The green glow was gone, but the strings coming from her fingertips were still connected. She was still.

"Tecna?" Timmy breathed.

"Maybe we should disconnect her." Musa suggested.

"No, that might kill her." Timmy shouted, his voice cracked.

"Do you think she's still alive?" Brandon's voice was edged with doubt.

Stella began to shout, "How could you say that? Tecna can't die, sh-she…she just can't!"

"Guys, look!" Flora stood up, smiling.

The green glow returned, this time it was far more vibrant. It pulsed a steady, even beat. Tecna's suit dissolved away in pixels to reveal a purple skirt and top. Her wiry green wings expanded into sparkly purple wings. The strings disappeared. As soon as she was disconnected from the ship's computer, the green glow faded away. Finally, Tecna opened her eyes.

"How did you gain your Enchantix without saving someone from your planet?" Stella shouted, a big grin on her face, "You know what? I don't care, I'm just glad you're okay!"

Tecna awkwardly hugged Stella. "You didn't need to worry Stella. There was an 89% chance of success."

"It didn't look that way to me." Stella said. "You had us all freaking out."

Flora nodded, looking slightly furious.

Before another word could be said, Brandon shouted, "The ship is no longer malfunctioning, thanks to Tecna. So I suggest we continue our flight to Linphea."

Tecna sat down unfazed from her recent _battle_, "Agreed. There is no time like the present."


	13. Chapter 13

**I am so sorry for the forever long wait. I have to confess that I already have a sequel planned for this story and so I was working on that one instead of this one...but I think it's time I finish what I started. Thank you all for being so patient and being such awesome people! I'd love to hear what you think about the story so far!**

Chapter 13

"Hello."

Layla looked up from her book. It was the man, the one that looked so familiar. She still felt as if she had seen him somewhere before, but she couldn't quite put the pieces together. His smile was wide, he quickly sat down next to Layla without even considering that she may want to be alone.

"Can I help you?" Layla was a bit irritated that this man thought it was okay to disturb her. Whoever he was, she wasn't very impressed with him.

"No, I just thought I'd come to say hello." He scooted a bit closer, "That's what good people do, right?"

"Sure, I guess." She shrugged. "But we don't really know each other, and I don't plan on sticking around very long, so it isn't very necessary."

"You mean you don't know who I am?" He frowned, disappointed, "Layla, I thought you knew."

"How do you know my name?" Layla slammed her book shut, surprised.

The man gasped. "You seriously don't know who I am…do you?"

She shook her head, "No I don't. How do you know me? Who are you?" She started to rise from her seat, her hands curled tight.

He rose up and put his arms on Layla's shoulders, trying to calm her down. "I'm Nabu…Prince Nabu."

Layla froze. This was the man that she was arranged to marry. This was the man she had secretly hated. She glared at him. This carefree, happy-go-lucky man was her betrothed. She backed away, "If you think you can impress me with your smiles, I'm not interested. I don't want to marry you, I don't want to marry you at all. I don't want to marry anyone. Go away!" She turned and ran into the forest.

"Layla wait!" Nabu shouted, "I didn't even bring up marriage! Can't we talk?"

But Layla was long gone.

"Are you ready to try again?" Maya could tell Bloom was nervous. "I know that you are strong enough."

"But I don't want to see those visions again." Bloom breathed. "He said he would kill everyone I knew. That scares me."

Maya nodded. "I understand, truly I do. Valtor has found your weakness, and he is pressuring you through your weakness. You must become stronger so that you can protect the ones you love. It is the only way."

Bloom thought for a moment, then nodded. Maya was right. Her family and friends were everything to her, she needed her Enchantix to keep them safe. It was her job to protect her loved ones. "Okay, I'm ready."

"Remember, find the Dragon Fire within you. Let the spirit of the flame guide you into your inner self. Let it guide you to where you need to be."

Bloom closed her eyes and allowed her body to relax. She could feel the warmth of the Dragon Flame inside of her, it was getting warmer. It was pleasant and comfortable. She could feel the Spirit of the Dragon inside her pulling her into the deeper parts of her mind and heart.

"Bloom!" A scream echoed in the back of her mind. She recognized that voice.

"Bloom!" It was louder, more distinct.

"Bloom, help me!" She began to lose concentration. She couldn't focus on the Fire.

"BLOOM! Please, Valtor's here!" It was Daphne, her cries were earsplitting. Bloom felt as if her heart had stopped beating for a moment.

"Daphne!" Bloom cried out. But she could only hear her sister's cries of pain. Bloom could tell her connection was fading, she desperately tried to pull it back, but the echoing cries were signs that Daphne had lost connection.

She forced herself to wake up. She sprung up from the ground. Maya's eyes grew wide with shock. "Bloom, what is wrong?"

"My sister, Daphne, she's in danger!" She turned to the wise woman. "Thank you for your help, but I have to go. My sister needs me and I will save her with our without my Enchantix."

Maya nodded, she knew there was no way she could convince Bloom to stay. "I wish you a safe journey."

Bloom exited the cave before she could even say goodbye. She was on her way to the clearing when she caught Layla on the side of the path. "Layla, we have to go. Daphne's in trouble."

"How are we supposed to get there?" Layla asked. "Neither of us have a ship and I seriously doubt that you have a transportation spell mastered."

"I do."

Bloom turned around, Layla groaned. It was Nabu.  
"I'm Prince Nabu." He bowed to Bloom. "I am also a highly trained Wizard. Please, allow me to aid you."

"No thank you!" Layla said bluntly. She turned to Bloom, "Let's just call Faragonda, we don't need him."

Bloom frowned. "But he's offering to help, and we _need _to save Daphne _now!_"

Layla sighed, "Fine, I guess he can help." She turned to Nabu, "But if you think this will sway my opinion about our marriage you've built yourself up for a bitter disappointment!"

Nabu nodded, "I promise you, Layla, that I never intended to make you angry. I was surprised to see you here and I just wanted to talk. I don't want to get married yet either."

Layla calmed down, "You mean, you weren't trying to convince me we're made for each other? My parents have been shoving it down my throat."

Nabu gave a small laugh, "Yours too? I had to throw my phone in the ocean so that I wouldn't hear my Dad's messages."

Layla smiled, "I know a spell that can block messages, my friend Tecna taught it to me!"

"How about you two talk _after_ we save Daphne!" Bloom winked and then turned to the young wizard, "Are you ready?"

Nabu smirked, "Watch this." From within his robes he pulled out a golden staff, a purple gem shimmered at the top. He closed his eyes and began to mutter indecipherable words to himself. He pointed the staff at the ground before them. As if it had grown from the ground a white portal gaped open like a monster's monstrous mouth.

"All you have to do is jump in and think of the place you want to end up." Nabu instructed. "So if you wouldn't mind me asking, where exactly are we going?"

"Lake Roccaluce, it's in Magix." Bloom said preparing to jump into the portal.

"Bloom, wait." Layla grabbed her hand, "Don't you think the others should know? We could use their help."

Bloom paused, thinking. As much as she hated to admit, she knew she needed her friends. They probably all had their Enchantix by now and could do a lot more damage than Bloom could. She felt so weak, so useless. She nodded, "I'll let them know."


	14. Chapter 14

Chapter 14

"Guys where are you?" Flora called out, but there was no response. She shivered with cold and fright.

She was in a maze, and had somehow taken a wrong turn and lost the others. She didn't know what to expect inside the Maze, all she knew was that it was created just for her.

_"This maze was built to test _you, _Flora." _The Sage of Linphea had whispered to her. "_It will either complete your quest, or it will destroy you. Be cautious of your decisions in there."_

Flora still didn't know what the Sage had meant by that. But she took each step with great care, listening for any sign of danger, or even better, her friends.

She stopped when she reach a fork in the path. She honed her senses and listened for the voice of nature's whispers.

_Go left._

Flora peered down the left path, it was dark and tangled with ivy and thorny branches. She swallowed down her fear and trusted that the Voice of Nature was leading her to where she needed to be.

She gently pushed the vines back with her magic, but the thorny branches resisted and closed in further on the path. They scratched against her arms and legs. She quickened her pace, her stomach tightened. This place felt very eerie, and the plant's auras were dark and unfriendly. She turned to go back.

_ Stay on the path. Keep going._

The Voice of Nature sounded as if it were calling her from a distance, and it was urgent for her to obey. She took a deep breath before diving back in the ivy and branches, she couldn't let a few plants stop her from getting her Enchantix.

The ivy pressed closer, Flora broke into a run. She outran the crawling branches that tried to trip her and ducked and leaped over the ivy. She could see in the thickening mist a turn in the path. The Voice of Nature sounded closer. She was on the right path. She looked back and saw that the path she had just taken was completely overgrown with the dark plants. There was no going back. She pushed herself to go faster.

She veered to the right and broke out of the mist and into a circular clearing in the maze. In the center of the clearing was a small willow tree. But what made it different from all of the other willow trees Flora had ever seen were its golden leaves.

_Save me._

Flora's eyes widened. What could the Voice of Nature mean? She had never encountered the Voice pleading for safety, it was a guide.

Her eyes strayed to the small, golden tree.

What she thought was the Voice of Nature was actually the small willow tree. It had been calling to her. This tree was so much more intelligent than even some full grown trees. Flora kneeled down and stroked it's small golden leaves.

"What are you?"

_Do you know the story of the Black Willow?_

She nodded, "Of course. There were two willow trees that lived in the once beautiful land of Lulia and one was destroyed in a fire. Its sister was so saddened that it left its own home and planted itself in a cave and now weeps for the death of its sister." She clutched her hand to her chest, touched by the tale. Even as a small child, Flora had felt sad for the surviving Willow.

_I am the other sister._

Flora gasped. "But how can that be? The story says that you were completely destroyed."

_All but a tiny seed. I am the last of the Lulian willows besides my sister._

"You said you needed me to save you, what do you require of me?"

_The dark plants that now are overtaking the maze want me destroyed. You must stop them from destroying me._

Flora nodded with great conviction. "I'll do everything in my power to protect you from them."

_Thank you. Once they have been destroyed, I shall return to Lulia and restore what I can._

"But what about the Black Willow?"

The golden willow almost seemed to droop when Flora asked that. _I fear my sister is too lost in her own grief that she will never return. She has chosen her path._

A loud crack broke the conversation. Flora turned and paled.

The black ivy from the maze had already begun to completely circle around them. It was creeping closer and closer, surrounding Flora and the willow from all sides.

"How can I stop this?" Flora asked. The ivy and branches were everywhere. There was black everywhere. She felt her hope and courage slowly melt inside of her. "There is so much of it."

_Leave me then, save yourself._

Flora looked at the willow. "I can't leave you! You're the only one that can save Lulia!"

The ivy wrapped it's black leaves around the small thin trunk of the willow.

_Leave me, Flora. My path had already been set for me also._

"No!" Flora felt the ivy begin to crawl up her own legs, pulling her down to the ground, choking her. "I won't let you die alone!"

When the last word had left her mouth, her body began to glow. She suddenly felt strength flow through her restrained body. She easily broke free from the black ivy. She felt a warm wind swirl around her, pulling her hair out of her face and weaving itself through it until her hair reached below her calves. She felt her wings suddenly feel heavy, but strong. She looked down and saw that she was wearing a flowing pink dress. It fluttered loosely around her and she wriggled her toes now free from her old boots. She had earned her Enchantix.

She looked around her. The ivy had shrunk away from her radiant light, but it was beginning to crawl back towards the willow cautiously. She removed her fairy dust powder and dusted it on the ivy. It instantly shrunk away, crawling back and out of the entrance.

_You chose to sacrifice your life for me._

Flora knelt down once again next to the willow and stroked its leaves. "I couldn't let you die. Some people may just see you as a plant. But I know that you are so much more. That's why I was willing to sacrifice everything for you. I know that you'll restore Lilia to its former glory."

"Flora!" Stella flew in from above with Tecna and Musa close behind. "We thought we had lost you forever but then we saw that incredible light. What happened?"

"Isn't it obvious?" Musa landed next to Flora and hugged her, "She got her Enchantix. Way to go Flo!"

"Guys, I want you to meet someone." Flora pointed at the willow. "This is the last surviving willow of Lulia."

Stella grunted, "What am I supposed to do, shake its hand – I mean branch?"

Flora shrugged, "A simple a hello would work."

Stella hesitated. "Seriously? You want me to talk to a tree? What did your Enchantix do to you?"

Musa knelt down and stroked the tree's trunk. "It's an honor to meet you." She grinned up at Stella. "See, it isn't so hard."

"I didn't say I couldn't do it." Stella crossed her arms and lowered her lip, "I just think it's odd." She knelt down and grabbed a leaf. "Hello…umm…tree."

_Your friends are very kind…and entertaining._

Flora giggled. "They sure are."

"Girls, we have to go." Tecna showed her phone to them. "I just got a message from Bloom. Valtor is going after Daphne and she says her and Layla are going to fight him."

"Did she get her Enchantix?" Stella asked.

"It doesn't say." Tecna shook her head. "But I'm worried that she still won't be strong enough, we should leave right away. Is the ship ready?"

Stella nodded. "Brandon's waiting for us where the Sage of Linphea is. It shouldn't be too far."

Flora waved to the willow tree, "Goodbye, I wish I could help you restore Lulia, but I have to go."

The willow seemed to brighten. _Farewell, Flora. I hope we meet again. Travel in safety._

"You too!" Flora was the last to fly away from the maze. She kept looking down at the maze long after the tree was out of sight.

"Brandon, we need to get back to Magix, pronto." Stella pecked him on the cheek. "So full speed ahead."

"You heard the lady, Timmy." Brandon called up to the front of the ship. "Full speed ahead."

"Let's just hope there's no complications this time." Musa slumped in her seat. "I'd like to avoid getting motion sick."

"I concur." Brandon said.


	15. Chapter 15

**I have to confess that I have had this chapter planned since I first started this story, and I am so excited that I have finally got to it! I'd love to hear what you all have to think of it and thank you all so much for the reviews, you are all so nice!**

Chapter 15

Bloom paced back and forth along the shore. She had worn a deep path in the sand, her nails had been bitten until there was nothing left to bite and she had resorted to playing with her hair, already a small trail of fiery red hairs was floating downwards behind her. She had agreed with Layla to wait for the rest of the Winx, but already too much time had gone by.

_Think happy thoughts,_ Bloom was attempting to think like Flora, on the bright side. But after only a few seconds of thinking about summer vacation, her thoughts strayed to her sister far down below. What could Valtor be doing to her? Visions of Daphne laid out below Valtor's feet, her glowing figure blinking in and out as Valtor's sturdy boot pressed hard against her chest. The imaginary echoes in her head shot down Bloom's spine. She had spent enough time waiting.

"Don't you think we've waited long enough?" She turned to Nabu and Layla, who had been quietly conversing with themselves. "I can't stand being up here while my sister could possibly be suffering below the surface. Winx or no Winx I need to go down."

Before Nabu or Layla could even open their mouths, she quickly transformed, her wings fluttered madly, preparing to dive into the still waters.

"Bloom wait." Layla transformed and flew up next to her, "I know what you're going through, and the panic of not knowing whether your family is safe is the scariest thing to deal with. But there is no way am I letting you do this alone. I'm coming with you."

"Hey, I'm coming too!" Nabu shouted up at them. "Someone has got to protect the two of you!" He smirked.

Layla grabbed Bloom's hand and stared straight at Bloom. "You don't have to do this alone. We're here for you."

Bloom tightened her hand around Layla's, "Thank you." She took one final look at Layla before she whispered the spell to breathe underwater.

Nabu watched as the two girls dove fearlessly into the cold, blue waters. He pulled a vial out from his robes and took a small gulp of its contents, he had his own way of breathing underwater. He stripped off his robe - the purple fabric fluttering gently onto the light sand - and then dove in behind the girls.

Bloom pushed past the small current that was pushing her back up towards the surface and swam closer and closer, deeper and deeper towards the bottom of the lake. It felt as if the shadows were closing in all around her, shunning out any source of light except for the light that came from Layla's powerful wings. Bloom held onto that powerful light like an anchor. She led Layla and Nabu to the cave at the bottom of the lake. She landed on the soft and unstable ground. She dug her boots in and trudged into the cave. A glorious light shone from within. She prayed that that meant that what she had seen was only a vision and nothing more.

Her prayers came too late.

Standing over the transluscent shape of Daphne was Valtor. His robes hung around his ankle and followed the water's motions. His hair looked as if it were blowing in a nonexistent wind. He turned and locked his eyes with Bloom. "Try and get past me, Bloom. Try and use your puny magic against me."

Bloom felt her rage boiling inside her. "Leave Daphne alone. Fight me instead."

Valtor released a laugh. "I don't want to waste my time fighting _you_. That's not why I came here. Your sister has everything that once belonged to me. All of my spell books, my magical artifacts, my possessions." He pointed at Daphne. "But _she's_ been in the way of letting me get to them."

"You don't deserve them, Valtor." Daphne rasped. Her body shuddered and almost looked as if it were fading. "I won't let you get ahold of anything, even if it kills me."

"Well well," Valtor grinned, "You just took this to a new level. I'd be happy to kill you to get what belongs to me back." He raised a hand, a black roiling spell forming in his hand. "Say goodbye, Princess of Domino."

"No!" Bloom flung herself across Daphne. She felt Valtor's spell crush her body, for a small instant her body was engulfed in horrible pain. She screamed out as the black spell started to crush her bones, her head felt like it was about to burst under so much pain and pressure. And as suddenly as it had began, she felt no pain. She felt warm, and safe. She gasped when she looked down and realized her body was glowing. She didn't believe it, couldn't believe it. She had gained her Enchantix.

Her Winx transformation melted away, a blue dress taking shape around her body and her hair floated around her, thick and long. She turned to Valtor. "Am I not worth fighting now?"

Valtor looked stunned, but only for a second. He quickly regained his composure and his usual smirk returned. "Look at you, an Enchantix fairy. What an honor…for me at least. It means more power for me to take from you. Enjoy your magic while you can."

Layla swam and landed next to Bloom. "Don't underestimate us, Valtor." She flung a spell at him, aiming for his head. Just seconds before the spell would make impact, he disappeared.

Layla cursed under her breath. "I almost had him."

"Almost, but not quite." Valtor's voice echoed in the waters. "I've decided that if I can't have what I want, neither can you. Bloom, I have a surprise for you. Look in the mirror."

Bloom knew it was dumb to look, but she peered in the mirror that was laying on the ground. The surface of the mirror clouded over and almost as if she were watching a movie she saw something moving.

"Sky!" She screamed. In the mirror, she could see Sky tied up and gagged. He was struggling to break free from his bonds, but they were too tight.

"You'll never win." Valtor mocked. "It is my destiny to rule over the Magic Dimension. And I shall see to your bloodline's obliteration. I shall dominate over everything." He released a maniacal laugh just before the mirror shattered beneath Bloom's feet.

"How could I let this happen?" Bloom sobbed. "He's hurting everyone I know and love."

"Bloom," Nabu shouted from the other side of the cave. "I think Daphne needs you."

Layla and Bloom swam over to Daphne. Her usual golden glow was incredibly dim, and they struggled to see her clearly.

"Bloom, I am so proud of you." She rasped, grabbing her younger sister's hand. "Thank you for saving the artifacts."

"But what about you?" Bloom squeezed her hand, it felt so cold and lifeless. "What's happening to you?"

"Valtor is incredibly powerful. I am not strong enough against his spells. And now I must face the consequences." Daphne's voice lowered to a whisper. "I'm sorry I can't be there for you, Bloom."

"Daphne, what are you saying?" Bloom cried. "You can't die! Not after everything we've been through."

Nabu lightly touched Bloom on the shoulder. "Maybe you're fairy dust can break the curse that is on your sister."

"It won't be enough." Daphne shook her head. "The curse is too strong."

"But what about a convergence of fairy dust?" Stella shouted from the back of the cave. She, Flora, Musa and Tecna glided over to Daphne. "It may just do the trick."

Bloom's eyes widened. "Winx. You came! We have to try. Come on girls, form a circle."

All six fairies, circled around Daphne, linking arms and holding their vial of fairy dust. One by one, each fairy sprinkled a shower of dust over Daphne. Bloom, the last one, prayed that it would work. She couldn't lose Sky _and_ Daphne. She couldn't lose either of them. She watched as the dust landed on Daphne's translucent form.

Flora was the first to notice a change, "Look! Wherever the dust lands, her skin pigment returns."

It was a miracle.

No longer was Daphne translucent or surrounded by an ethereal glow. She looked like a regular girl, no a woman. Her sunshine blonde hair reached just below her waist in rich luscious locks. Her golden gown hung and ebbed and flowed around her. She rose up from the ground, still weak, but alive. "You did it." She stared at her hands, now solid and real. "You broke the curse."

"Daphne!" Bloom pulled her sister in close. "I can't believe it! You're right here next to me, you're real!" She felt her sister's warm skin against her cheek, it was something she had never felt before, but it felt right.

"Thank you girls!" Daphne hugged each girl. "There are not enough words to express what you have done today. I am forever in your debt."

"Just tell me where you got that fabulous dress, and consider your debt paid." Stella joked.

"Is this really time to be joking?" Tecna said. "Valtor is still out there somewhere."

Bloom felt her throat close, "He has Sky."

"What?" Musa quickly put a hand over her mouth, gasping.

"But he's still too powerful, even with your Enchantix." Daphne said. "Valtor has dedicated his life to learning the most complicated and dangerous spells. He is no match for just seven fairies and a wizard." She looked deep into the eyes of each girl. "We are going to need allies, powerful magic users. I suggest we call the members of the Company of Light together. _All of them._" Her emphasis on the last few words struck something in Bloom, especially since Daphne had looked straight at her when she said it.

"You mean mom and dad?" Bloom asked. "But we have no idea where they even are!"

Daphne tilted her head, thinking. "No, I think I have an idea of where they might be." She grinned at the Winx, "How about a trip to Domino?"


	16. Chapter 16

Chapter 16

Faragonda looked up from her work when she heard a knock at the door. "Come in."

The door glided open. Whoever was standing at the door was hesitating to come in.

"I said come in."

Dressed in the finest armor, a man with a great long, white beard strode into the room. His posture was straight. His right hand was placed over a sword sheathed at his side. He held his head high, and his hawk-like eyes softened when he saw Faragonda. "Your beauty is still intact."

"Hagen?" Faragonda removed her spectacles, her voice hinted surprise…pleasant surprise. "What brings you here after all these years?"

"I sense a change in the winds." Hagen seated himself across from the Headmistress. "Do you know anything of this?"

Faragonda placed her hands on her lap. "I believe I do. Oritel and Marion's youngest daughter is alive. She is a student here at Alfea, and she is currently training to defeat Valtor."

"Valtor? But he is imprisoned in the Omega Dimension." Hagen's bushy eyebrows raised.

"He escaped with help from descendants of the Ancestral Witches. He has already begun the mission he was given those many years ago...plus a vengeful death wish on Bloom."

Hagen's beard twitched with anxiety. "That must have been what I felt. It was dark magic that I felt…very dark magic." He lifted his eyes and looked out the window at the blue sky. "Faragonda, I feel it in my bones. The Company of Light must be reformed."

Faragonda nodded, "I feel it too. As much as I trust Bloom to do the right thing, I know that she will need support. I shall summon Griffin and Saladin immediately."

Hagen stood up, "Faragonda, do you know the condition of the gate to Obsidian?"

Faragonda's face darkened. "You and I both know very well that that place is hidden from those who do not practice evil. Your guess is as good as mine."

Before any of them could say another word, Griselda burst into the office.

"They've returned…safe and sound." Griselda huffed, out of breath. "They are outside waiting for you."

The Headmistress and her assistant exchanged grateful looks. They had both been worried that the Winx would not succeed this time.

"Bring them in, Griselda."

"Hagen, you are about to meet six of my greatest students." Faragonda puffed her chest. "One of them being Bloom."

The Winx walked in, their steps were muted by the carpet. Faragonda nearly fell from her seat when the seventh fairy walked in. "Daphne..." she breathed.

Daphne nodded respectfully to the Headmistress. "Hello, Headmistress Faragonda."

"You did not mention that Daphne was alive." Hagen said aloud.

"I didn't know." Faragonda rose from her chair, walked across the room to Daphne. "I can hardly believe this, how?" She reached out and delicately touched the fairy's arm, almost as if she were made of the most fragile glass.

"It was all the Winx." Daphne explained what happened. How Bloom had won her Enchantix by taking Valtor's spell and how the Winx had used their Fairy Dust to break Daphne's curse.

"You girls never cease to amaze me." Faragonda blinked back her joyful tears. "But where is Valtor now?"

Bloom hung her head, "He took Sky and disappeared. It looked like he was in a cave, and it looked freezing in there."

Hagen, who had been listening silently at his seat finally spoke up. "I believe I know where that is."

"Hagen…is that you?" Daphne said. "You are so much older now!"

"It has been seventeen years Daphne." Hagen's stern face broke into a smile. "You were just barely a woman the last time I saw you. Your parents would be proud to see you now…both of you." He shifted in his seat. "But that cave…it was where Valtor lived as a boy. Marion told me that he lived there alone and she would often visit him there."

"Which means that it's on Domino." Daphne realized.

"Sky could be dying in that cold!" Bloom realized. "We have to hurry."

"Bloom, your Enchantix isn't enough." Faragonda halted Bloom before she could leave the office. "Valtor has enough power to easily battle ten of the strongest at once. Seven fairies are nothing to him." She looked at Hagen. "We have been discussing, and we think it is time to reform the Company of Light. Summon all of the old members and fight alongside you."

"I thought the very same thing!" Daphne gasped. "We came here to Alfea to prepare ourselves before going to Domino to find them."

"They are not on Domino." Hagen said. "As the creator of your Father's sword, I can sense where it is located. And it is nowhere near Domino." He unsheathed his sword and snapped off the decorative key in the center of the hilt. "This is the key to Obsidian. It is where your parents are located. But I warn you that no one with good magic has ever come out. Those with good inside of them seem to get lost and never find their way and they eventually diminish or turn evil themselves. Mandragora, for example was once good. But when she entered Obsidian, the evil in that place turned her and now she works for the Ancestral Witches." He delicately placed the black key in Daphne's hand. "I wish there was another way."

Daphne bit her lower lip, and then delicately took hold of the black key. "Whatever happens, we can't let Valtor win. But if this mission puts us at risk, then maybe I should just go alone."

Bloom swiped the key away from Daphne, her eyes were burning with conviction. "No way are you going to Obsidian alone. Oritel and Marion are _my_ parents too, and Valtor hasn't ruined just your life, he's affected all of us, and so _all of us_ are going. I'm not going to let you go after I just saved you, I need you."

Daphne knew there was no way she could convince Bloom otherwise, she bowed her head in submission. "Whatever happens from here on out, we do together little sis!" She reached over and grabbed Bloom's hand. "Maybe with the knowledge that Hagen has given us and the mission to save both our parents and Sky…maybe we can do this."

"I know we can do this." Bloom turned to her friends. "Are you with me?"

"Well it's not like we've abandoned you yet!" Layla uttered.

"And what could be more fun than bonding in the darkest most evil place in the Dimesion?" Stella quipped. "I'm totally game!"

Hagen shook his head in disbelief, "I don't know how seven teenage girls can survive this…"

Faragonda's spectacles glinted, "I believe in you girls…if any of my students can do this, it's you."

Grizelda covertly wiped a small tear as she opened the door for the girls to exit.

Hagen seated himself once again. "I never thought I would see young Daphne again."

"Neither did I, old friend." Faragonda agreed, but suddenly her smile turns into a deep and creasing frown. "I just hope she and all of them come back to us again."


	17. Chapter 17

Chapter 17

Shivers ran up and down Bloom's spine twice over when she saw the gate to Obsidian. It was by far the most dark and menacing place she had ever been in in her entire life.

"This is worse than my nightmares." Flora clung tightly to Helia. "There is absolutely no positive energy anywhere."

Surrounding them from all sides, unearthly volcanic monuments rose and hung over them. The surface was black, jagged, and lifeless. There was no wind, no sound, nothing. It was empty, yet all of them felt a coldness come over them, a cold that reached their hearts. There was no denying that this place was absolute pure evil.

"Girls are you really going in there?" Brandon pointed at the center of the Obsidian Circle.

"We have to." Bloom said, her voice was cool and even, but her eyes said a different story. Daphne looked in them and saw terror. "For Sky…and my parents."

"You boys should wait here for us." Daphne said. "If something goes wrong, we'll need you to rescue us."

Brandon nodded. "You got it, girls. We'll be here waiting for you."

"Please be careful." Nabu's eyes were wide with concern. He reached out and lightly touched Layla's wrist. "I don't want this to be the last time I see you."

Layla blushed, "I promise, you'll see me again." She quickly turned away before he could notice.

Daphne pulled Bloom aside as the other girls said their goodbyes. "Bloom, I don't know what we'll see in this place. And I can see how scared you are, are you ready for this?"

Bloom's eyes flashed, "I have to be ready, there is no time for waiting. Valtor isn't going to wait, Sky's health isn't going to wait. The Dimension isn't going to wait. I have to be ready, Daphne. Nobody else can do this but me."

"But you are not alone." Daphne's voice was deliberate. "You don't have to do this alone. You never have to be alone. I've been alone for nearly seventeen years, and I can testify that being alone only makes you weak."

"But Valtor is forcing me to be alone." Bloom forced the rise in her throat down. "He's attacking me on all sides."

Daphne wrapped her arm around her sister, she let her lips curl up into an encouraging smile. "Then Valtor has underestimated us. He has no idea just how many people will fight for you."

Bloom stared at the nightmarish gate before her. "Maybe that's what other fairies and heroes didn't have…was companionship." Her face brightened. "You're right Daphne. I don't have to be alone."

"Bloom, Daphne are you ready?" Tecna and the others were waiting at the entrance.

Bloom felt the fear drop in her stomach again, she was still frightened and she still felt alone, but one glance at the people around her reminded her that she was never alone. _This is for Sky,_ she whispered in her mind, _And my parents._

She nodded at Tecna, she was scared, but she was ready.

With one final wave goodbye, the Winx and Daphne ventured towards the Obsidian Circle.

"How did Hagen even know your parents were here?" Stella wondered aloud as they ventured closer and closer to the gate to Obsidian.

"Hagen was the creator of our father's sword." Daphne explained. "And as a swordmaster, Hagen is connected to all the swords he has ever crafted, but most especially father's."

"And so that connection led him to right here." Bloom stopped. In front of her was a column made of obsidian. It rose up to about her waist and the top was flat except for a small keyhole in the center of the surface.

Daphne sidled up next to her and magically pulled the Obisidan key from nowhere and fluidly inserted, turned, and locked the key into place.

The girls planted their heels into their feet, preparing themselves for anything. But the ground was still and the skies were dark, yet clear of any danger.

"Nothing happened." Stella stated as she crossed her arms in disapproval. "Are you sure this is the right key?"

"It has to be." Daphne said. "Look at it." She pointed at the pedestal, and then gasped.

The key was missing. The surface of the column was smooth almost as if there had never even been a keyhole.

"This is bizarre." Musa commented. "And a bit creepy."

"So what do we do now?" Layla threw her hands up in the air.

"If the key is gone," Bloom spoke slowly, her mind was reeling. "Then maybe it worked and there _is_ a door somewhere. We just need to go look for it."

Tecna approved, "It's completely plausible. I say we stay close to each other but we go out and look for any sort of entrance into Obisidan."

Each girl went their own direction. As they drifted farther apart, they continuously glanced back at one another to assure of each other's safety. In the silence, the treading and shuffling of their boots was their only source of sound.

Bloom scoured the walls the giant monuments and the walls that wound around them. There was not a single crack or blemish on the lifeless rock. She caught movement on the surface and wondered if there was someone inside the rock, she peered closer only to realize that it was only her reflection staring back at her. She grimaced. The obsidian made her look like a witch, with cold and heartless eyes and hair that hung in greasy strands. Her blue dress looked like it was in tatters and that it hung off of a body that was nothing more than skin on bone. She looked back at her eyes, they were almost slits, and they weren't even human. She backed away in disgust and horror…this place was messing with her brain.

She flipped around to check on her friends, maybe they had discovered something while she was distracted by her own reflection.

They were all gone.

"Stella? Daphne?" Bloom panicked. "Girls? Where are you? Where did you go?" She twirled around again, but only met her reflection again. "What's going on?" She screamed. Something had happened to them. She could have saved them if she hadn't been so distracted. She began to run back to the Specialists, maybe they had all gotten scared and gone back.

A cold, sharp wind rushed over Bloom. The attack was so strong, Bloom felt her feet slip and falter. She could feel herself falling. She closed her eyes and lifted her hands to soften the impact of the fall. She waited for the pain to lance through her as she landed on the stone-cold ground, until she realized that she had been falling longer than was impossible.

She opened her eyes and suddenly wished she was back at the Obsidian Circle.


	18. Chapter 18

Chapter 18

_This place is foul._ Flora wrapped her arms around herself. She had no idea how she even arrived at wherever she was, but she wished she was back with her friends, back where it was safe.

There was no sky and no ground. She wasn't even sure if she was breathing. She just was. Trying to move was nauseating because she really was going nowhere but she felt as if the world had been turned upside down and shaken whenever she tried.

Her senses could sense no life and she could see no defining feature around her. She felt like she was just floating, but even the sensation of floating felt different then…this.

"Where am I?" She began to whisper, but no sound came out. She clasped her throat. What was wrong with her, what was wrong with this place?

Her only company now was her thoughts.

This was her nightmare…no life.

* * *

The world was a computer. A thousand lights and buttons flashed on and off all across the horizon. The sound of machines at work was like a rumble underneath the ground. A single path ran down the center of the metropolis of machines, computers, and digital programs. The path was smooth, black, and strong and the only thing that didn't react to Tecna's touch.

The technology fairy pressed her palm against a green flashing tower. Stored inside its motherboard was all the possibilities of digital communication, both past, present, and future.

"Maybe one of these storehouses has information on how to get through Obsidian." Tecna thought aloud. She ran her hand along each wall, downloading the information each one offered. She didn't know how she got here, but it was better than the Obsidian Circle, and far more informative. It was only logical to research the knowledge provided here to assist her friends in restoring Domino, rescuing Sky and defeating Valtor.

The path led Tecna into a deeper, more complex part of the digital city. It was filled with so much valuable and pertinent information. She began to desire all the city had to offer her.

_No, _ she reprimanded herself,_ friends come first._ So she continued past the integrative plans for video games of the future. She sped down the path until suddenly the path came to a sudden halt. The buzzing machines ended and there was only nothing beyond that.

Tecna didn't understand, why did it suddenly end?

Stella was standing in the center of the largest, most beautiful shopping mall she had ever been in. The structure seemed to be made by the finest architects. It was completely made of glass and a glossy black stone.

* * *

People were staring at her, and Stella honestly didn't mind. People could stare at her all they wanted, after all, she was gorgeous. She turned to a group of gawking teenage girls. They looked like they could use a person to look up to; and who better than Stella herself? She turned and posed for them, waved at them, and gave them her brightest and most dazzling smile

But it was almost as if the girls didn't see her, they pointed past her at the model that stood behind her. She was a brunette, with plump and rich, cherry red lips. Her dress was made of silver sequins and diamonds. A well-toned and tanned leg peeked through a slit that ran up to her mid-thigh.

"Wow, she is so gorgeous." The girls whispered. One of them turned to Stella. "Would you mind moving? We want to get a good picture of her."

Stella was taken aback. She turned to a couple on her left, they looked like they had brains. She struck another pose and winked at the woman, "How are you today?"

"What are you doing copying Natasha's work?" the woman curled her lips in disgust and disapproval. "Besides, that dress looks so much better on her." She shoved Stella aside as she and her boyfriend moved up to the front of the crowd to stare at the model called Natasha.

Stella looked down at her dress. It looked exactly like Natasha's, but it was golden.

"Why is this happening to me?" She shouted. But no paid any attention to her. "Why is everyone ignoring me?" She muttered. She had never been ignored in all of her life. People always looked to Stella, never away.

* * *

"Why are you running from this, Layla?" Her father's voice was loud and demanding. "This is a family tradition, and you are no exception."

Layla opened her eyes. She was on Andros, but how? She looked down and saw herself dressed in a blue gown and she felt that her hair was pulled up and twisted around the crown of her head.

"Layla, are you listening dear?" Her mother asked.

"What?" Layla shifted her attention to her parents. "What are we talking about?

Her father threw his hands in the air. "I give up. You are being downright disrespectful to us and our traditions."

Her mother nodded. "It would be easier for all of us if you just agreed to the marriage with Nabu."

_Nabu. _That was the man she had been arranged to marry. She had met him on Pyros, and he was so different from what she had expected him to be. He had a charming smile, and he was very kind._ Wait, why am I thinking about Nabu?_ Layla thought. _I'm supposed to be at Obsidian, helping my friends._

The Great Hall melted away until everything and everyone was gone. She was completely alone, or so she thought.

"Hi, Layla." Nabu waved at her, his charming smile making her stomach flip. "It's me, Nabu."

"What are you doing here?" Layla frowned at him. "I thought you were supposed to stay behind at the Obsidian Circle."

"I thought you would need my help." His grin widened.

"I can take care of myself." She said bluntly. "I don't need your help. I am independent and I don't need a man to depend on." She wanted Nabu to know where she stood, she didn't want him to mistake her for actually caring about him, because she didn't…at least she didn't want to.

"I understand." Nabu said. "But can we at least be friends?" He held out his hand like he wanted her to shake it.

"Maybe after I can think straight." Layla turned away from him to search for her friends, but then realized that she was in complete nothingness. How had she not noticed this before?

"How did I get here?" Layla muttered. "And how do I get out?"

"Are we stuck here?" Nabu looked around him at the nothingness. "That's a pity." He shrugged and then sat cross legged on the 'ground.' "Why don't we talk until land finally decides to find us."

Layla hated the idea of talking with him. She hated having to talk to people she was trying to avoid. The truth was, she thought Nabu was attractive, but didn't want to admit that and possibly allow people to mistake her for someone she wasn't…a fake.

"Layla." Nabu said. "Sit down and relax." He sounded almost annoyed and demanding.

Layla turned to see if he was okay, but a bright smile was still plastered on his face.

Something didn't feel right.

* * *

She was home, on Melody. But it sure didn't feel like home. Something was different, and Musa couldn't decide whether it was a good feeling or not.

_Why am I here? _She thought. _I'm supposed to be in Obsidian._ She checked over herself to make sure she wasn't dead, but she was very much alive.

She looked around her. She was in her bedroom. It was tidy, just how her father expected it to be. But she knew that underneath her bed and in her closet was the organized chaos she preferred. She was sitting on her futon, it had a red blanket spread neatly over the top. It was her mother's, but the smell of her had long faded away.

"Musa, dinner is ready!" A woman shouted from outside her bedroom.

A woman? Musa froze…she recognized her voice…but it couldn't be. She didn't want to believe it.

"Did you hear me sweetie?" The door swung open, and to Musa's unbelief, Matlin stood in the doorway, smiling sweetly. "Dinner's ready."

"Mom…" Musa hardly dared to breath. "You're alive."

Matlin raised her eyebrows. "Of course I am, Musa. Why wouldn't I be? Now come and eat, silly, before your soup gets cold." She turned and walked towards the kitchen, humming sweetly one of her songs when she was on opera singer.

Musa stood up and quickly followed, not daring to lose sight of the woman she had longed to be with, what if it was all a dream and as soon as Musa lost sight of her, she would be gone? She wanted to reach over and touch her, prove to her that she was alive and real.

"What have you been up to in there?" Ho-Boe looked up from scribbling in his notebook. "You sure have been in there a long time."

Musa hesitated. What should she say? She honestly had no idea how to explain _any_ of what had just happened.

Matlin spoke up before Ho-Boe pushed her any further. "I'm sure you were writing music as usual. I swear I have to pry you two away from your music just so you will eat." She glanced at Musa and winked.

Musa sat down in her seat, not taking her eyes off of her mother.

"Are you okay?" Matlin frowned. "You look pale."

Musa shook her head. "I'm fine…actually I'm great." She grinned. This was her chance to discover more about her mother, get to know her person to person.


	19. Chapter 19

**Heya fellow Winxers! I am SO sorry that is has been so long since I've last updated, but I promise that I am still around and will still be writing. I was doing a novel writing challenge during the month of November and sort of lost all time to do anything else, but I have returned now! Yay! So I updated Chapter 5 in case some of you didn't see and it sort of changes the story, so you should totally go back and check it out and see what's different and I'd love to hear what you guys think about that particular change and of course this chapter…I sort of struggled with this one. Once again, thanks for reading and for being so nice and I hope that you enjoy this chapter!**

Chapter 19

Whatever people had said about the terrors of the Obsidian Circle had obviously never seen what lied beyond the Gate.

The sky was sickly black, it looked like a massive bruise. Black Obsidian rose and fell in jagged and unforgiving hills and valleys. The ground was layered with deadly spires that shot up from the ground. High up in the sky, an enormous floating island completely made of obsidian towered above, every so often a sharp piece of black rock would break free and crash into the ground below.

But the most horrifying of sights in Obsidian were the three mountains that were crafted and shaped to look like skulls. From the hollowed out eyes, a blood red glow pulsed from within.

Bloom shivered, it was so viciously cold. She longed for Sky's arms to wrap around her, she wanted to hear his voice soothing her, telling her that everything would be okay. But Sky wasn't here, he was imprisoned in Valtor's cave on Domino. He was alone, probably freezing. Her thoughts strayed to all the horrible things that could happen to him. Images ran through her head of Sky's body frozen in the dark and cold cave, his lips blue from the cold and his eyes open and lifeless.

_No,_ Bloom shook the image away. Sky was going to be alive, he was going to be just fine. She was going to save him. She repeated it to herself over again in her head as she began her trek towards the eerie skull mountains. She guessed that if her parents were anywhere, it would be there.

Bloom walked carefully on the obsidian, taking care not to step on loose bits of shard. She was tempted to fly, but thought it better to stay low to the ground and save her energy.

The ground began to slope suddenly, Bloom peered down the hill. It went further down than she had anticipated, but at the bottom were six glowing figures that Bloom instantly recognized as the Winx and Daphne. They were waiting for her.

Bloom burst into flight and dove down the steep hill, zooming as quickly as she could to the bottom, and to her friends.

_Something's wrong._ She studied her friends closer and realized that all of them were lying peacefully on the cold ground, fast asleep. She landed softly next to her sister and kneeled down to wake her.

"Daphne, wake up! I need your help!" Bloom shook her sister, but Daphne made no sign of waking up.

"Stella?" She turned to her best friend, the one who had never left her side since the beginning. "Please Stella, don't do this!" She shook her too, but the golden fairy laid still.

"Tecna? Musa?" Bloom shook each of them one by one, wishing that one of them would open their eyes. "Flora? Layla? _Please,_ I can't face them on my own. I don't want to be alone. I need you!" She felt hot tears run down her cheek. She collapsed in the center of her friends. She looked down at her sister, her friends. Why wouldn't they wake up? Were they dead? Bloom shook Daphne one last time, trying to believe that it was all just a trick. "Daphne…don't do this to me!"

Bloom shook harder, Daphne didn't even flinch. "Come on, wake up!" She began to pinch, poke, even scratch at Daphne, but nothing worked.

She scooted away from Daphne and pulled her knees up close and began to sob. She was going to have to do this alone. She would have to save the world once again…but this time no one would be there by her side. Mike and Vanessa were far away, Sky was kidnapped, and now her true and only friends were stuck inside a death-like sleep. She could feel hate seethe inside of her. This was Valtor's doing. This was _his_ fault, he was the one ruining her life. She tightened her fists until her nails drew blood from her palms. But the pain didn't even matter, she just wanted Valtor dead.

* * *

Daphne knelt over the six girls. They had all fallen under the power of Obsidian. All of them…but Daphne. She studied each girl's face. Some of them were tight with terror, while others were content and at peace. It seemed that Obsidian had different effects on different people.

_Why wasn't I affected?_ She wondered. Could it have been because of her time as a nymph, or was there another reason? She wished she knew.

"Be strong girls." She whispered softly as she pulled back a loose lock of red hair from Bloom's tightened face.

The only solution now was to wait and hope that the Winx were strong enough to break free.

* * *

Flora felt as if she were a shriveled up leaf that was slowly falling towards its impending doom, except she wasn't falling, she was simply frozen, and there was no leaf. There was no life here at all.

Her body felt strange, she had always felt the aura of living things pulse through her, it had been a comfort to her and she had grown attached to the feeling. But now that it was gone, she felt naked and exposed.

_What should I do?_ Flora thought. She tried to look around at the blackness around her, but she wasn't even sure if her eyes were even moving. She tried to take a deep breath, but was met with a choking spasm. There really was no air in this place.

_Don't give up, Flora._ She encouraged herself. _There is a solution to _any_ problem._ She once again tried to look around, tried to find even just a speck of something. There was nothing. But something sparked inside of Flora. She thought back to her first year at Alfea during her first test in the simulation room. She had been instructed to revive a dead planet. _Maybe I could do something similar to that._ She wondered. While she really wasn't sure where she exactly was, she figured that the same principles would work in this dead space.

With every ounce of power she could muster, Flora created a small seed inside the palm of her hand, she let the seed fall from her hands and quickly showered it with growth magic, hoping that something would happen.

At first, it seemed as if the seed was simply floating and sinking into the darkness. For a small moment, Flora thought she saw the seed completely disappear into the nothingness, but it suddenly blinked back into vision. She watched it intently, her fingers clenched so tight that her knuckles had turned white and her eyes were watering from not blinking.

_ Maybe I should try the spell again._ Flora willed the seed to sprout into a beautiful plant, she could see it in her mind, a fragile green sprout poking from the little brown seed. She could see it progress into a tiny plant, with three small leaves and a stem that was starting to grow faster than her mind could control. The stem grew thick and strong to hold up the giant leaves that were sprouting up and down the length of the plant. The air grew thick with the sweet scent of white blossoms that were blooming.

Flora opened her eyes.

It had worked, the very plant she had seen in her head was rooted to a now sturdy ground, sunshine was peeking from a horizon that had not been there before and Flora felt the comfort of a breeze against her cheek. Her plan had worked.

* * *

Tecna didn't dare take a step further beyond the path, there was no information, no logical reason of going beyond a world that was filled with knowledge and facts.

_Unless it's the way out of here,_ She thought to herself. But the nagging feeling that she still needed to find more information was pulling her back away from the empty and lonely path. She tore her eyes away from the road and focused her attention on the nearest storehouse of information.

She immersed herself in the knowledge that each towering building offered her. _With all of this I could defeat Valtor myself, _she gleefully thought to herself. _I could be the most powerful, and most knowledgeable fairy in the Magic Dimension. _She grinned, that didn't sound so bad.

After what seemed like hours, Tecna wasn't even close to downloading all of the digital town's information. She turned a corner after downloading the cure to global warming and cancer and ran into the empty road again. No flashing buildings, no storehouses, just a road.

"Not this place again, it won't help me defeat Valtor." She muttered, reminding herself of the task she had set herself to do. She turned away from the road once again, but stopped.

_Tecna, the Winx are waiting for you…in Obsidian._

Obsidian.

Suddenly, almost as if a dam had broken, reality flooded back into Tecna's mind. She turned to the empty road, memories of glory and winning over Valtor alone still tempted her to turn away again. But the shining smiles of Bloom, Stella, Flora, Musa, Layla, and Timmy called her to the road before her. She took a hesitant step past the last building, her boots made no sound, but in her heart she knew she had made the right decision, this was the road to Obsidian, to her friends, to Timmy.

* * *

Stella watched with seething rage at the so called Natasha standing in the center of the mall's lobby.

"No one has _ever_ ignored me. I've always been the center of attention." Stella hissed. "I'm a princess, people just don't do this to me!" She crossed her legs, but even her nicely toned legs peeking from under her skirt didn't bring her spirits up. She slumped further on the bench, and rested her elbows on her knees and plopped her chin on her hands. This wasn't how the mission was supposed to go, and now she was stuck in a world where no one appreciated her beauty.

"I hate her." A girl crashed down next to Stella. "She comes in everyday to show herself off. What a brat."

Stella turned to the girl. She looked to be about fifteen with a massive mop of curly red hair tangled back into a ponytail. Mud was streaked under her eyes and on the bridge of her nose, and her green hoodie was faded and worn and the hem of the sleeves was shredded and ragged. Stella crinkled her nose; she caught a whiff of an earthy smell from her.

Stella was half-tempted to scoot away from the girl, a bit put out by her rough appearance. But something about the girl made her stop. Her red hair.

Bloom had red hair.

_I wish Bloom was here,_ Stella moaned in her head. Bloom always made Stella shine a bit brighter, she encouraged her to be her best true self and to look at the good. _What would Bloom do in this situation?_

"I wish I was as beautiful as Natasha." The girl next to her mused.

"What?" Stella hadn't been listening.

"I wish I could look as beautiful as her…or you." The girl pointed at her gold dress. "I would give anything to wear a dress like that and have people look at me with admiration."

_Maybe if I help this girl I can get out of here,_ Stella thought. She studied the girl. She had a very nice figure, and her hair was a beautiful shade of red, a bit lighter than Bloom's. She could see freckles scattered under her nose beneath the streaks of mud. This girl had potential.

"It's not the dress that proves your beauty, but who you are inside that matters." Stella scooted a bit closer. "But it doesn't hurt to look fabulous and _be _fabulous. I can make you look beautiful!"

The girl looked skeptical, "Do you see what I'm wearing, do you see my hair?"

"I see it…it's beautiful." Stella was telling the truth. She just hoped that this was the solution to getting out of here.

"Alright then, make me beautiful." The girl grinned, her teeth were shockingly white.

With a snap of her finger, Stella traded the girl's baggy and worn clothes for a stylish vintage dress that totally complemented her waist. Her thick and bushy hair was tamed into voluptuous waves and she spritzed her with a light scent of apples and cinnamon. With one final snap of her finger, a full-body mirror shimmered in front of the girl.

The girl looked down and gasped, "How did you do that? I've never looked like this!"

"Yes you have, you just had it hidden under all that mud." Stella smiled. "You look fabulous!"

The girl grinned. "Thank you. This is the best thing that has ever happened to me." She walked back over to her bag on the bench and rummaged through it until she pulled out a small golden key.

"What is this for?" Stella asked.

"It's a way out of this place." The girl smiled. "Good luck in Obsidian." She shoved the key into Stella's hands and waved. Instantly, the image of the dazzling mall was fading away.

"Wait!" Stella shouted. "How did you know about that?"

But the girl was gone.


	20. Chapter 20

**Hello everyone! So I thought for the occasion of Valentine's Day I'd give you all a present because I love you all so much, so here is the next chapter in my story! Yay! I quite enjoyed writing the last bit of this chapter and I'd love to hear what you guys think! Happy Valentine's Day!**

Chapter 20

"What do you want to talk about?" Layla didn't sit down, she didn't want to be at a disadvantage if something suddenly happened.

"Us." Nabu grinned. "Admit it, Layla. You find me attractive."

She hesitated to answer._ How do I know if Nabu feels the same?_

"C'mon, be honest with yourself for once."

"I am being honest." She glared at him. "I've never lied to myself."

"Have you lied to me?"

"No." She stepped back, why would he think that?

Nabu's grin widened. "What about your family? Did you ever tell them about the times you snuck out to go dance with the _peasants? _With Anne?"

"How do you know about that?" Layla shouted. No one knew about that but Anne and herself.

"I know everything, Layla." His voice was smooth, emotionless, and cold.

"Who are you?"

He frowned, "It's me, Nabu."

She shook her head. "No. You're not. Nabu would never force me into a conversation. He would feel just the same as me." That much she did know about her betrothed. In the small time that she had known him, he was considerate of her and her own opinion. "What do you want from me?"

"I'm keeping you from Obsidian, I'm keeping all of your friends from Obsidian." He winked. "It's my job to make you face one of your fears, your weaknesses, or your shortcomings."

"So mine is Nabu?"

"Bingo!" The fake-Nabu applauded her.

"How do I get out?" Layla asked.

"Simply overcome your fear."

"But I'm not afraid." Layla said.

"Lies…you wouldn't be here otherwise." Fake-Nabu tilted his head, "What is it about Nabu that makes you so afraid?"

Layla was about to say, "_nothing,"_ but she stopped. She was afraid of something, but she had forced herself not to think about it. "I'm afraid that I will fall in love with him."

Fake-Nabu laughed. "Why? Why is love so frightening to you?"

"Because love makes you weak, it makes you do silly things and forget the ones you care about." She barely spoke above a whisper.

"You talk as if from experience?"

She nodded. "Anne forgot all about me after she went off to school and met her fiancé…she left me behind, and I had no one to talk to, no one to truly tell all of my feelings to. I was alone." She could feel hot tears brimming over her eyes and sliding down her cheek. "If I fall for Nabu, I'll forget all about the Winx, and they mean everything to me."

"Sounds like you are in a bit of a conundrum." Fake-Nabu jumped onto his feet and danced over to her. "But tell me this…what if choosing the Winx over Nabu results in his broken heart? Is your true love worth giving up for a small club of fairies?

"I…" She hesitated. All her life she had seen that you either chose one or the other, there was no happy medium. But what if she had been looking at it the wrong way? "My parents are great rulers who care about their people and treat them with loving discipline. But they also love each other, even though it was an arranged marriage…their love for each other has not stopped them from being just rulers. I can still be a friend and have Nabu too." The solution was so simple, but Layla had refused to admit for so long that she could ever be happy with both friends and someone to love.

"So…do you find me attractive?" Nabu grinned. "Don't lie to yourself this time…or to me!"

"Yes." Layla nodded. "I do, I want things to work out with me and…you." It felt odd knowing that the man before her wasn't Nabu, but it felt good to let the truth out. "Can I go now?"

Fake-Nabu nodded, "Feel free to go through that door anytime! You have passed your test."

A solid Obsidian door suddenly appeared, Layla ran over to it and thrust it open.

* * *

_Musa, this isn't real, you need to help your friends. This isn't your mother._

Musa shoved the thought away and took a giant spoonful of the bowl of soup her mom had put on her plate.

"How is it?" Matlin's eyes twinkled.

"It's amazing!" Musa exclaimed. "You're amazing mom." She had forgotten how good her mom's cooking had been.

_You need to be in Obsidian._

Once again, Musa ignored the thought. This was her chance to be with her mom. She had so many questions, so many things to talk about. She wanted to tell her all about the Winx Club, life at Alfea, and even Riven. _Do you think she'll like Riven?_

She shoved those thoughts away too and enjoyed dinner with her parents.

Ho-Boe scuttled away into his studio after dinner was over, leaving Musa alone with her mother.

"Musa, you look like you're deep in thought." Matlin winked. "What's up?" She reached over and grabbed the empty bowl.

"Have you ever been put in a situation where you should be doing something else, but where you are at right now is so much better?"

"I'm not sure I know what you mean." Matlin set the last of the dinnerware into the kitchen. "Is this about Riven?"

_So she knows about him._

"No," Musa shook her head. "Mom…is this real?"

Matlin laughed, it was beautiful. "Oh, Musa. Of course this is real!" She sat down, reached over and grabbed Musa's hands. "But so is what you are facing in Obsidian."

"You know?" She gasped. "But you just said this was all real?"

"It is real." Matlin nodded. "You are really here, sitting next to me, talking to me and enjoying a small moment with me. I am here, and always have been with you. It's just that right now, you can finally see me." She sighed. "Musa, I am so proud of you. I know how hard it has been for you to continue life without me. But I have watched you and you have made me a very proud mother. It hasn't been easy for either of us."

"So…I can't stay like this forever, can I?" Without even realizing it, Musa felt giant tears drip onto her hands. "I can't stay here?"

"Would you be happy here?" Matlin asked.

"Yes! I would be so happy!" Musa exclaimed.

"But what about your friends? What about Riven?" Matlin gripped her daughter's hands tighter. "If you choose me, you will give up everything you have outside of here."

"But all I have ever wanted is you to be with me."

"I am with you, every single second I am with you. I watched you on the first day you came to Alfea, I watched you as your friendship with the Winx blossomed. I see your eyes sparkle every time you see Riven. I heard you sing my song. I've seen your laughter and your tears, I've never been gone, not really. And if you leave this place right now, I will still be right by your side, cheering for you."

"But, I won't be able to talk to you, or touch you, or see you." Musa protested.

"No." Matlin's eyes lowered, "You won't be able to see me. But that hasn't stopped you from talking to me before, and I have always listened. You are such a strong and brave girl. You're talented with amazing friends, don't give it up for a dream that Obsidian created for you. Your friends need you, and your father needs you too. He can't lose both of us."

"Mom." Musa slid into her mother's embracing arms, she could feel them around her, pulling her close. She could smell the scent of cherry blossoms that always lingered around Matlin. She pulled herself closer. "I love you."

Matlin rested her head on Musa's. "I love you, Musa. Don't ever forget who you are, and that your mother is so _so_ proud of you."

"I won't, not ever." Musa held on a bit longer before finally letting go. "I'm gonna go. You're right, my friends need me. And now that I know you are right beside me, I know that I can do this."

Matlin lifted her daughter's chin. "Let's do this together."


	21. Chapter 21

Chapter 21

Daphne leaned over the still bodies of the Winx. They had all fallen under Obsidian's power. She had no power to help them. _Why didn't I fall under its influence?_ She wondered. She walked over to where Bloom was. Her body was tense, and Daphne could see tears on her cheeks.

"I wish there was some way to help you, Bloom." She knelt down next to the ground; she wiped away the strewn tears on her sister's face. Even still, the sensation of touching another person was strange, almost nostalgic. She instinctively touched her own face, was it still real? A small flutter of fear rose in her throat, what if this was all a dream? What if she woke up and was stuck in the bottom of Lake Roccaluce again?

But she hadn't dreamed or even slept in the past seventeen years. Instantly she felt guilt over thinking about herself over her sister and friends. _I need to help them._ She crawled over to Stella, who was nearest to her. Her forehead was creased with lines, as if she were confused or upset. Daphne leaned in closer. She could see her body was incredibly tense. They were all tense. _It makes sense, Obsidian would only show these girls their greatest fears or trials._

"Daphne?"

Daphne whirled around, Flora was sitting up straight, her eyes wide open. She placed a hand over her forehead, "What just happened?"

"You tell me." Daphne went over and helped the Earth fairy up from the ground. "You are the first one to wake up. I think you must have fallen under Obsidian's influence and then somehow broke free."

"What about you?" Flora looked confused.

"I didn't fall under its influence, for some odd reason." She shrugged.

"Look! The others are all waking up too!" Flora knelt down next to Tecna who was moaning as she rose up from the ground.

Daphne assisted Musa and Layla as they both slowly came to. Stella helped herself up.

"The only one left is Bloom." The girls all knelt around Bloom. She had curled up and was moaning.

"There must be something we can do." Stella said. "She looks like she is in a lot of pain."

Daphne couldn't help but agree, Bloom's face was twisted into the most awful expression. There was something in the pit of her stomach that wanted so badly to hold her baby sister and take all the pain upon herself. _She doesn't deserve this sort of pain. She never was meant to be a part of this._

"Daphne…are you alright?" Flora lightly touched the nymph on the knee.

Returning to the matter at hand, Daphne looked at the five girl's eyes all staring at her. They were waiting for her to say something. "Girls, why don't we try to help her just like you helped me, with a conversion spell. That is the purest kind of magic on this dimension, the strongest thing next to love. And I know how much we all love and care for Bloom."

"With all our hearts," Flora replied. "Let's do it."

One by one, each girl placed a hand on Bloom. Daphne took a moment to appreciate what she was seeing. Here they were, surrounded by darkness, fear, and no hope. But in the middle of the endless ocean of darkness, these five girls were surrounding Bloom, her baby sister. She could almost see the pure glow surrounding the Winx. These girls powers went far beyond the magical core inside their bodies. It resided in their hearts, in their souls. They were a symbol of hope, for Bloom and for Magix. _Bloom has never been alone, and she never will be. _She smiled before placing her own hands on Bloom.

"Remember to think of Bloom, and only her." Stella commanded. One by one, each girl's eyes closed. Concentrating on bringing their friend out of the abyss she was in.

* * *

Bloom felt empty. Daphne had lied to her.

She was completely alone.

Sky was going to die. Daphne was going to die. The Winx were going to die. Valtor was going to win. He would take over Magix, take over the entire dimension. He would take over Earth, and kill her parents. He would probably kill her too, after she watched everyone else around her die. She was completely powerless. Surrounded by darkness, and the lifeless bodies of her friends, she could find no solace. She shut her eyes, she couldn't look at them anymore. But even then, all she could see was darkness. Her thoughts were like screams in her head. She didn't want this life, she didn't want this ending.

She wanted to scream, wanted to cry. But no sound came out, and no tears broke free. She was a prisoner in her own body. She was a prisoner of her mind.

Once again, hate tore through and flowed through her like a poison. Valtor would pay if she ever had the chance. She would tear him apart and she would avenge everyone he had ever hurt or killed.

She opened her eyes again. But nothing had changed. She was still drowning in darkness.

Until she saw a small ray of light.

_It's finally happened, I'm going crazy._ She thought.

"Bloom, wake up!" Daphne's voice rang in her head and in the darkness. It was clear and crisp, there was no mistaking it for darkness. It felt right.

"Daphne?"

Stella's voice suddenly rang out. "Follow the light, Bloom, look up!"

"Come back to us, Bloom!" Flora and Musa sang.

Bloom rose from the ground, how could this be happening? Those couldn't be her friends. She looked down at the lifeless bodies around her, but they were gone, vanished. She whirled back to the light, it was growing bigger and bigger. It was almost blinding, but it also beautiful. She reached out to it, her fingers uncurling and stretching towards it.

"I'm coming! Don't leave me!" She shouted as she broke into a run towards the light.

* * *

Daphne was amazed at how quickly Bloom broke free from Obsidian's hold. Her eyes burst open and she flung herself up from the ground and immediately embraced each girl one by one. Daphne noticed that Bloom held on to her a little longer than the others. Whatever she had faced in there must have affected her, she had felt Bloom's body shaking when she hugged her. Her eyes were red and puffy from crying and her voice was hoarse, but no one dared to ask what she had seen there, they all understood that what had happened in those nightmares did not need to be repeated.

"I'm so glad you're okay!" Stella swung Bloom around and pulled her into a tight bear hug. "I thought we had almost lost you there for a minute. You are really good at doing that, you know?"

Bloom broke into a wide grin and burst into fits of laughter. "I can't believe it's only been a few minutes, it felt like an eternity in that dream and I missed you all so much. It's so nice to hear a cheerful thought in this horrible place."

"It's nice to hear anything at all." Musa remarked. "This place is completely silent. Our footsteps hardly make a sound." To prove her point, she silently scraped her shoes against the cold surface.

Standing on the edge of a vast realm of darkness with no directions or maps, Daphne felt completely lost, and that they stood out like a sore thumb. Already horrible visions of Mandragora and her minions attacking them by surprise were running through her head. She blacked them out and grabbed Bloom. "We need to get moving."


	22. Chapter 22

**Two chapters in one night! I am on a roll, woo! I can't wait to hear what you guys think!**

Chapter 22

The trek across Obsidian was miserable to say the least. The silence was unnerving, the darkness bleak, and the endless horizon seemed hopeless.

"I can feel the dark energy in this place exhausting me." Flora said aloud. She was dragging her feet and her head was downcast.

Bloom, standing at the front of the group with Daphne looked back at her. "We're almost to those mountain peaks over there. We can make it."

Stella looked up from the ground to see just how far was far, she groaned when she saw the giant valley that was between her and the mountains. "Couldn't we just fly?" She suggested, with an edge of hope.

Daphne briskly shook her head, "The dark magic here would drain you, and you need to save it in case anything bad happens."

Stella huffed, but said nothing else about flying. Of course, she did talk about everything else. "I sure could go for a double chocolate sundae with fudge brownies crumbled on the top. Oh and a brand new pair of stilettos to pair with that dress I got last week on a sale. Oh my goodness, that dress made my legs looks so much longer than they are, I can't wait for Brandon to see me in it. I should wear it after we kick Valtor's butt and have time to party."

None of the girls had the heart to stop Stella from chattering on and on, in fact, they were grateful for the distraction. Bloom especially. She didn't want to think about the hate she had felt during her nightmare. That sort of hate, it was frightening.

When they reached the base of the nearest mountain, Stella still hadn't ceased talking. Musa snapped, "Stella, quiet! I think I hear something."

Stella stopped midsentence. Every girl strained to hear what Musa was hearing, but they all knew that Musa's hearing was far better than all of theirs combined. She finally lowered her hand and whispered, "I think the Ancestral Witches are nearby."

Each girl froze, Bloom was sure they could hear her heart pounding rapidly in her chest.

"What do we do?" Stella finally whispered.

"We climb up." Layla had already started scrambling up the rough surface, her boots silently scraping free dark pebbles and rocks.

The girls looked up. The gory glow of the mountains was bold and threatening and Bloom couldn't look at them for very long without shrinking away. It almost felt like the mountains were alive.

Tecna cleared her throat, drawing everyone's attention. "No, Layla, if Musa is right, they are going to notice if seven girls climbing up a mountainside. We need to split up.

Layla dropped down, frowning, but she said nothing against Tecna's plan.

"Daphne and I will look for our parents." Bloom decided, pulling her sister to her side.

"The rest of us should split in half as best we can and watch out for any oncoming danger." Tecna said. "Don't stray too far from each other, but keep a far enough distance away too."

Tecna, Musa and Flora nodded in agreement and split away from the group without another word.

Bloom and Daphne glanced at each other. The expression on the others' face spoke volumes to each girl. They were nervous and scared that maybe their plan wouldn't work.

"I thought I saw someone on this cliff about us. I think we should go there." Daphne said, and began climbing up the mountain side towards the cliff right above them.

"Did you really see something?"

Daphne looked back and nodded. "But let's not get our hopes up."

They climbed up the face of the cliff. Bloom felt rocks slice through her skin more than once and winced every time but continued to hold on and keep pulling herself up. She could feel the sweat stick to her body like glue. If this had been any other planet, there would have been a breeze to cool her down. Sadly, there wasn't and she could feel the results crystal clear.

Daphne was always just a few feet ahead of her, but Bloom could sense her struggling to keep herself on the wall. She couldn't even imagine how difficult it must be for Daphne to suddenly be human again and then be thrust into dangers that took more experience than Daphne currently had, but Bloom was impressed at her sister's strength and willpower. She saw the stiff and determined look on her face as she lifted herself up one foothold at a time.

Bloom hadn't realized how out of breath she was until she collapsed at the top. She gasped for air for a few moments, checking Daphne occasionally.

She watched in awe during Daphne's final climb up the hill, pulling herself up inch by inch over the edge and onto the flat surface waiting for them. She leaned down and held out her hand to assist her multiple times, but Daphne just shook her head. _She's a silently stubborn one, _Bloom thought.

Finally Daphne collapsed onto the flat ground and stayed there, letting her heart rate return to normal.

"That was fun, wasn't it?" Bloom finally said.

Daphne weakly smiled and rolled onto her feet. "You won't be seeing me doing that again anytime soon."

"Bloom! Daphne! Behind you!" A shout echoed around them. It sounded like Tecna, but Bloom wasn't sure. She whirled around and looked down. She gasped at the small army of giant centipedes crawling up and over the cliff edge towards them.

She released a fiery blast from her hand, the massive insects curled in on itself, until it was a black mound on the Obsidian ground. She blasted more, but it seemed like after one was killed, two more would take its place. A black, oily centipede reared back and then crashed back against the ground. Bloom lost her footing as the ground began to shake from the insect's crash, and landed on her back, an open target.

"Turn around." Daphne demanded and then pulled Bloom up before she had a chance.

Bloom turned away from the small army and gasped at what had been standing next to her the whole time.

It was Oritel and Marion. Everything about them was obsidian, their whole form coated in the cold, lifeless metal. Their faces were frozen in horror and anguish. In Oritel's hand was his sword, the one that led the Winx to them. Oritel's other hand was reaching for Marion's. In return, Marion's delicate and small hand was reaching for his, tears were frozen on her cheek. It was heartbreaking.

"Mom. Dad." Daphne breathed. She touched Marion's hand. Her expression was pained, but hopeful.

"Let's transform and use our fairy dust." Bloom suggested. She didn't know if it would work, but she was hopeful. It just _had_ to work.

Bloom shot another blast at the forming cluster of insects before transforming into her Enchantix. Through the dazzling light, she could see her friends flying towards her, blasting spells to protect them. This had been her first time transforming since she had gotten her Enchantix, it felt amazing. Her wings were more powerful than she remembered and she liked the way her dress flowed loosely around her figure. But most of all, she felt powerful, limitless.

"Girls!" Bloom shouted over to the Winx. "Let's combine our fairy dust, like before!"

The girls nodded, and then like clockwork, the seven girls circled around the frozen bodies of the King and Queen of Domino.

Like falling snow, the fairy dust landed gently upon their blackened skin. They waited in suspense for something to happen. Daphne's body was tense, she waited with bated breath.

Almost like lightning, the dark of Obsidian was gone. In a blaze of dazzling light the scene changed. The oncoming armies of Mandragora were gone, the dark skies, the cold Obsidian, it was all gone. On the top of a hill overlooking a large yellow field of sunflowers, the Winx and the Specialists waited for the King and Queen of Domino to awaken.

Standing on lush green grass, Marion was the first to open her eyes, her skin a pale, yet healthy glow. She blinked multiple times. She was more beautiful now than Bloom had ever envisioned her. Her hair was a rich red and was curled in giant and luscious waves down her back. Even after being frozen for seventeen years, she looked like a Queen.

"Oritel!" She gasped and finally reached over and clasped her husband's hand for the first time in seventeen years. Her eyes grew wide, watching his skin change from stony black to a healthy skin pigment. He tightened his fingers around his wife's and then pulled her in close.

"Marion, how is this possible?" He blinked, focusing his vision on his wife.

Bloom turned to Daphne. Her sister's eyes were brimming with tears and she slowly floated down to her parents. Her grin was impossible to hide even when she opened her mouth to speak. "Mom? Dad?"

Both of them gasped with surprise, their eyes wide and suddenly filling with tears. "Daphne? This cannot be."

"But it is." Daphne flew into their arms. "Thanks to Bloom."

"Bloom?" Marion craned her neck up to the sky. Her eyes linked with Bloom's and she fought back a sob. "Is it really you?"

Bloom recklessly flew to Marion. This woman, the mother she had never known, meant everything to her suddenly. These people were her world. She wrapped her arms around her neck and it felt safe, it felt like home. She felt a sudden warmth in her, what was missing in her life, in her heart, it had been filled with her mother's embrace. "Mom!" She sobbed.

Oritel's strong arms pulled his daughters and wife in close, tears also streaming down his face. "I don't understand how this is possible." He then laughed, "What am I saying? I'm not going to wish any of this away."

"I never thought we would see any of you again." Marion breathed, "The things you must have gone through to save us."

Daphne rested her head on her mother's shoulder, "Mother, to save you, we would have faced it all a thousand times more."

"Speak for yourself!" Stella objected.

"And who are these beautiful people?" Oritel raised an eyebrow and observed the five girls clustered near Bloom.

"Mom, Dad, these are my friends." Bloom walked over next to them. "We're the Winx Club!" Suddenly her smile dropped and horror crossed her face, "Sky! We have to save Sky!"

Marion frowned, "Sky? Who's Sky?"

"We don't have time, Valtor has him!" Bloom paced back and forth. "But where could he be? Everything was completely frozen…Domino! But this is Domino now!" She pulled at her hair. "It isn't frozen anymore."

"Valtor?" Oritel spat, "That demon deserves to be ripped to shreds, he's still alive?"

Marion glared at Oritel then rushed over and grabbed her daughter's hand, "Shhh…Bloom, look at me." Bloom looked up from the ground at her mother's golden eyes, they were so warm. "Now envision where you remember Sky being imprisoned."

Bloom closed her eyes and allowed her eyes to travel back to when Valtor showed Sky imprisoned. She felt her mother's warm hands gently holding the side of her face. In the vision, everything was frozen, and it looked like it was underground, in a cave, now that she took the time to pay close attention.

Marion let go of Bloom, "I know where that is." She spun to look at Oritel "It's in Valtor's cave."

Oritel's face darkened. "Our story is picking up right where we left it, facing the evil wizard, Valtor."

Daphne stepped forward, "We need you to Summon the Company of Light and defeat him once and for all."

"The Company of Light, but it was disbanded just before Domino was destroyed. I'm sure the members are scattered across the Dimension. It'll take too long to track them all down." Oritel protested.

Bloom shook her head, "They are all at Magix."

"In Alfea, to be more specific," Daphne added. "Hagen, Faragonda, Griffin, Saladin, they're all waiting for your summon. We told them we would find you."

Oritel stood frozen for a moment, switching his gaze between Daphne and Bloom. "Are you two really my little girls?"

Daphne rolled her eyes. "We don't really have time for this, father. Call the Company."

Oritel opened and closed his mouth like a fish before he finally situated his sword comfortably in his hand, and then as if he had never been frozen for seventeen years, he pierced the sky with the blade and with a roar that could shake the earth he shouted, "Company of Light, I Summon Thee!"

The sky cracked and rumbled with the magical energy, the sky darkened and a crack of lightning struck the point of the sword, energy pulsed through the ground, everyone faltered. And as quickly as it had all started, it ended with silence.

"That was cool." Musa muttered.

"And now we wait," Oritel sheathed the sword and sighed. "Now would someone like to explain to me why Valtor is still alive and what exactly is going on?"


	23. UPDATE!

My Dear Readers,

I am so so so sooooo sorry that I have been so bad at updating the past like six months. I am a terrible human being, I know I know! **But **I think you will be excited to know that I am going to try with all of my will power to finish this fanfiction, because I do have lots of great ideas for a sequel. Sadly, I don't really like how this one is going, so I'm going to be spending the next few weeks/months revising the chapters that I have to fit what will be happening in the sequel and so that there is a bit more content in each chapter. I would love to hear from you guys whether or not you like what I have changed, or if you prefer the old way. I've already got the first two chapter updated, I'm going to be working really hard to get the next ones up as soon as possible. So keep checking back to see if there are any changes. The changes won't be overly major, just some stuff to make the OCD author happy, which would be me.

Thank you all for being so patient, I hope that you like what I've done. And let me know what you think as more chapters are updated.

With love,

Ihlonial


	24. Chapter 23

**So I just couldn't stop myself from writing this next chapter, even though I said I would be revising my previous chapters. So maybe I'll be multitasking both, we'll see! Anyways, please read and enjoy!**

Chapter 23

"Domino is restored…my plan is foiled." Valtor seethed. He was facing away from the Trix, his hands were curled into tight fists at his sides and Icy swore she could hear him breathing hard and low, rumbling in the pit of his stomach.

"Valtor. You can't blame us, those nastyWinx girls lied to us about Daphne." Stormy protested.

The wizard whirled around, his face twisted into fury, "_You cannot justify your stupidity!"_ His shouts echoed in the cave. Icy, Darcy, and Stormy shrunk away from him. They had never seen him this bad. "You are a disappointment. Leave me and take that useless boy with you."

Darcy and Stormy slunk away, but Icy held her stance. "I don't think you realize all that we've done for you. Hunted down minions for you, hunted down the stupid Winx, and then made us clean this cave for hours for absolutely no reason! It's you who should be careful not to test _our _wrath."

Valtor chuckled, its rumble was dark and threatening. His dark eyes glinted. "Icy. You of the three are the most powerful." Icy lifted her chin proudly. "But you are also the most easy to defeat. Leave me and keep your sisters out of my way."

Icy bit her tongue, how dare he say that to her? She shot icy glares at him before she stomped out of the deep chamber. But something made her stop and turn back, she slunk in the shadows and watched the wizard stand alone in the chamber.

He removed his dark coat and let if fall onto the ground. He bent over, his breathing becoming more and more labored. He began to scream and roar. Her eyes widened when she saw his perfectly shaped body suddenly collapse and then expand. His pale skin turned a dark red and horns tore through the skin on his forehead. Leathery red wings sprung from his back as he leaped into the air and release a giant roar. Icy shrank back, Valtor really was a monster.

_I sure know how to pick them,_ she thought.

* * *

"So, you discovered you were a fairy at sixteen and started a club to save the Magic Dimension and your arch nemesis brought _our_ arch nemesis back to life and now he wants you and your Princely boyfriend dead?" Oritel said then pointed at Daphne, "And you've been cursed in a non-corporeal form that hardly ages in the bottom of a lake for seventeen years?"

Bloom and Daphne both nodded.

Marion shook her head, "Such hardships the both of you have gone through."

"It's okay mom, we're together now." Daphne said.

"Yes, all of us." Professor Faragonda, having appeared from nowhere, stepped towards the small group. "Welcome back your Majesties." She bowed towards the royal couple. "When this is all ended, we must celebrate your return."

Hagen, Griffin, and Saladin appeared behind Faragonda, their eyes widened when their eyes met with Oritel and Marion's, and then they respectfully bowed as well.

"Please, you are all my friends." Oritel said, the corner of his eyes wrinkled because of his wide smile. "You need not bow to me."

"I want to thank each of you for taking care of our daughters." Marion said. "And thank you for coming to our aid."

Hagen cleared his throat, "We knew this day would be coming soon."

"Enough chit chat." Griffin said with an exasperated sigh. "Need I remind you that there are three ancient witches and their wretched son on the loose?"

"And they know we're free now." Marion said. "They'll be coming for us."

"We'll be ready for them." Faragonda said, she turned to the Winx and the Specialists. "You go and find Sky, we'll take care of the Ancestral Witches."

"But where would Sky be?" Bloom asked, her eyes were wide with worry.

"Take my hand, Bloom." Marion approached her. "And visualize where you saw Valtor holding Sky."

Bloom let Marion's slender hands grasp her own hands, they were warm to the touch and soft. Bloom closed her eyes and thought back to the vision she had seen at the bottom of Lake Roccaluce. It was frozen, everywhere was frozen. And Sky was resting against a cold slab of rock, shivering. It was dark and drips of water landed all around him. He was in a cave.

Marion let go. "I know where that is." She smiled brightly. "Valtor is more sentimental than I thought." She looked to Daphne. "Do you remember the fields I would take you to when you were little."

Daphne nodded.

"Next to the small stream, there is a cluster of bushes, they'll be covered with thorns. Behind it is a cave opening. Sky will be in there." Marion turned back to Bloom. "Valtor will have someone guarding Sky, whether it be himself or those Trix girls you told us about. Be prepared for a fight."

Bloom nodded, and then hugged her mom. "I love you." She said. She felt like little girl again, maybe it was because she had lost the opportunity to be Marion's little girl and was giving both herself and Marion a chance to be that for one another.

"I love you too." Marion breathed. "Now go, save Sky." She pulled away from the embrace. "And then we'll have a lot to catch up on."

Daphne took the lead of the group and grabbed ahold of Bloom's hand. "Let's go."

"We're not gonna fly?" Stella asked.

"No, let's save our energy." Daphne said.

Bloom looked back at the Company of Light, but they were already gone.

* * *

Bloom, though she was worried about Sky, distracted herself by taking a look around her. Domino was a green place, more green than Gardenia or even Alfea, but definitely not as green as Linphea. There was hardly a house or sign of civilization in sight. There were rolling hills with wildflowers and flowers that looked very similar to sunflowers beaming up at the sun. It made Bloom wonder where the villages were, where were the people? She breathed in deeply, the air was crisp and fresh, filling her lungs with sweet, clean air. She noticed that most of the roads were still dirt, and it wound with the rises and falls and curves of the earth, it didn't cut into the land. She stared in wonder at the flowers that seemed to be whispering songs whenever the wind picked up.

"Where are all the people?"

"Domino is a very large planet, but it is a humble kingdom. Our power doesn't come from numerous armies or any large amount of civilians. It comes from the Great Dragon. It is said that the Dragon blesses us with great magic and sturdy folk because we tend the planet and treat it with respect." Daphne gripped her sister's hand tightly, "It's definitely not like many planets, but you'll love it, I promise."

"It sort of reminds me of Gardenia…except without the cars everywhere." Bloom said. "Mostly the parks, the parks in Gardenia are gorgeous."

Daphne sighed. "When we finally have our lives back to normal, I want to see all of Earth. I've always been fascinated by that planet. That's why I sent you there." She suddenly felt her feet give out, she cried out, but was quickly caught by Layla who was standing behind her. "Sorry, I guess I haven't quite gotten used to my legs yet." She laughed weakly before stepping carefully down the road. "We should be getting close now."

Bloom looked up. The road was winding downwards toward a valley that was near a cliff side. Beyond the cliff was what looked to be a small village. She squinted to see if there were any people, but it was too far to tell. She adjusted to walking down hill and looked ahead to find the stream her mother had mentioned. Sure enough, coming from behind one of the hills was a stream lazily running down along the path until it fell over the edge and down the cliff side. It was a crystal blue, and the water gurgled happily.

"There it is." Daphne pointed, just across the stream was another hill, taller than most, that rose up against a wall of rock. A cluster of green bushes grew along the side of the hill. It looked unassuming and ordinary.

Bloom's heart quickened, Sky was in there. She had to save him. Daphne led the way across the stream, and Bloom and the Winx followed carefully along.

"Look, you can see some of the branches of the bushes have been snapped." Daphne spoke quietly, nearly whispering. "I want you girls to wait outside. If Bloom and I don't come back in 10 minutes, then get the Company of Light."

"No." Stella said, her arms crossed, "Half of us will go get help, the other half – which would include me – will be barging in there to save you."

Daphne's mouth hung open, but it slowly crept into a smile. "I can't argue with that. Wait here."

Bloom and Daphne pushed and pulled the bushes aside, the deeper they crawled in the more they had thorns scratching against their skin. Bloom felt a dark magic in the thorns, and her skin tingled unpleasantly each time she was scratched. "What if he's not in there?" She asked.

Daphne looked back at her, stopping. "He'll be there. I promise." She pushed aside another branch and then heaved a sigh of relief. "Here it is." She whispered.

Bloom peered over her shoulder, she could see the opening into a dark cave. It looked like it was a deep cave, and the sound of trickling water could be heard.

"I'll go inside first." Daphne mouthed before sliding on her stomach into the entrance. Bloom followed suit. She lifted herself over the edge and onto the stone cold floor. She blinked multiple times, her eyes adjusting to the light.

There was a trickle of water coming from a wall into a stone basin on the floor. It was about the only friendly looking thing in the cave. Bare and dusty shelves hung from all of the walls, a bedraggled and ragged bed was pushed into the darkest part of the cave-room. A large pile of moldy and moth-eaten blankets sat on top of the bed.

"There's a room back here." Daphne pointed into the darkness past the bed. "He might be in there."

They tread carefully towards the passageway, Bloom held her breath as she stepped cautiously across the ground. She glanced over at the pile of blankets on the bed. It looked like a part of it was moving, Bloom stopped mid-step. The pile rose and fell in a soft rhythm, like someone was breathing. Bloom knelt over it and hesitated to pull the sheets back. Someone was under there, but there was no guarantee it would be Sky. She saw Daphne standing behind her, but she could read no emotion on her face.

She grabbed a corner of a blanket, she carefully lifted it slowly inch by inch, drawing it back. In the dark she could see a corner of blue fabric peeking underneath where she lifted. Red Fountain blue.

"Sky?" She flung back the rest, her heart quickening. Had she found him?

Sky was gagged and his hands were tied. His eyes were wide with fear as she pulled back the eyes met hers and he began to shake his head furiously. His panicked voice was indecipherable, but Bloom knew something was wrong, terribly wrong.

"I see you found my prisoner." Valtor's familiar voice echoed through the empty cave. "Not only that, but you fell for my trap as well." He sauntered closer to them, his face smug. His eyes caught Daphne's, he gasped dramatically. "Daphne the forgotten princess; you look well for having been soul-bound in the bottom of a lake for eighteen years" He then turned to Bloom, "And you, Bloom, you certainly surpassed my expectations." Valtor said.

"I'm ready to fight you Valtor." Bloom stood up. She heard Sky moan in protest behind her. "For the ones I love, and I will defeat you."

"You sound so sure of yourself." Valtor said. "I'm shivering with anticipation."

"No!" Stella burst in through the entrance, the rest following at her heels. "You'll have to go through us first."

Valtor grinned wryly, "I expected as much. Let's set the scene." He snapped his fingers and suddenly the cave vanished.

They were standing in the middle of the field outside of Valtor's cave, surrounded by the sweet-smelling wildflowers. Sky was nowhere to be seen. Valtor was standing across from them and behind him was the Trix. Their sickly sweet smiles were ferocious and the dark aura coming off of them could be felt even from a great distance. Valtor had given them some special power.

"It's time my destiny be completed." Valtor said. He breathed in deeply, "Soon, the royal bloodline of Domino will be gone, leaving me to be the sole Bearer of the Dragon Flame, and the most powerful wizard in the Dimension." His voice was low like a growl as he said, "Icy, take care of the distractions."

Icy rolled her eyes at him, but quickly strutted past him towards Musa and Stella. "Fine." She said lazily. Stormy and Darcy followed her and focused on other members of the Winx. The battle was about to begin.

Valtor's eyes flashed wickedly. "Don't try my patience." Icy responded with another roll of the eyes, but she quickly closed the distance between she and Stella, her ice-cold hands were wrapped around Stella's neck, and with a shriek, the witches drew the Winx away from Bloom.

He focused back on Bloom, "Now it's your turn."

Bloom stood alone across from Valtor, her friends separated from her. She felt like running to Daphne's arms, but instead she stood strong. She had to be strong, for her people. She breathed in deeply and then transformed into her Enchantix. She could see Valtor's smug smile, through the dazzling light of her magic. Every time she closed her eyes, she could see them.

"I'm ready, Valtor." She said, she landed on the ground lightly. She could feel a cold wind blowing in, her hair tickled the back of her leg, but she ignored the sensation and let her anger rise. "I've had enough of you and your games."

"Games?" He queried. "No, they were never games, Bloom. They were tests, experiments, to make your blood boil. Sky was the final test and I think it worked." He chuckled. "I can see it in your eyes. You want me dead, you want my body buried in the ground and destroyed. That's what I like to see in my enemies' eyes."

Bloom felt the hair on the back of her neck rise and her face flush with heat. She hated this man. He was right, she wanted him obliterated. She felt the fire in simmer and rise up in her throat and escape our her lips in a ferocious roar. She formed a ball of fire and aimed it at his head, letting it loose from her hands. She threw another one at his heart.

Valtor seemed to flash in and out of space, appearing in different places. But his eyes never left. They pierced her.

All around them, Blood could hear the sound of battle and see the flashes of magic being thrown between enemies. Her friends were thick in battle, against the witches. Her mind strayed to Sky, was he still in the cave? Did Valtor just leave him there? She seethed, how dare he treat him that way! She threw spell after spell at him, hoping one would hit him. His face was serious as he blocked each spell, but every once in a while a spell would strike at just the right moment and he would flinch in pain. Maybe she had a chance, maybe Valtor could be defeated. She could feel her energy already draining. She needed to slow down. She needed to think.

She pulled her hands down to her side and stood still, breathing hard.

"Already giving up?" Valtor asked. "I haven't even had a turn yet." He blinked slowly, and suddenly the wildflowers burst into flame, cresting over each other and flowing towards her like an ocean wave of fire. She could hear the crackle of the flowers , it almost sounded like the crunching of bones. The heat was near unbearable. Bloom cried out as the flames crept closer and closer. She flew up, but the flames just rose up with her. She landed and formed a shield, but she knew it wouldn't last the wave. These were no ordinary flames, and no ordinary magic shield has a chance against them. Black smoke was rising from the scene.

"Bloom, I'm here." Daphne burst through the smoke and landed next to her, she formed a shield along with Bloom's, a layer beneath the other. "You need to get Valtor weakened, right now he's at the peak of his strength." She said. The flame crested over the shield, spraying out over them and shooting across the other side.

"B-but how?" Bloom was about to ask, but then it struck her. Marion.

"Daphne, help the Winx. I've got this." She embraced her sister before lowering her shield and flying up into the air. Daphne hesitated, but quickly zoomed back up into the sky to help the Winx.

Valtor's stare was intense and locked on her.

"Marion would be disappointed to see you like this if she were alive. It's your fault she's dead in the first place." Bloom smirked.

She could see Valtor flex his fists, and his jaw tightened. She had found the right nerve.

"It's your fault that all of this happened in the first place. And even if you had done the right thing, she never would have been happy with you. Welcome to your destiny, Valtor_,_ you deserve it."

"How do you know what would've made her happy?" Valtor said through gritted teeth. "You are just a spawn of _him._"

"Oritel? My father?" Bloom grinned. "He's not a monster like you." She could see the rage boiling inside him. She raised a hand, glowing and ready to attack.

Valtor's eyes were red with rage; he roared a blood-curdling roar. Bloom stepped back when she saw horns and wings break through his burning skin. His skin turned a dark shade of red and his hands giant claws.

"Look at what you've done," He growled through dagger-like teeth, his breath smelled of death. "You've woken the real monster."

Bloom felt the fear rise in her again. Maybe she had gone too far, she couldn't fight this_._

She helplessly threw spell after spell at him, but they bounced off of his leather thick skin as if they were bouncy balls. He stared at them sizzle into nothing on the ground below him. One fireball's ashes floated onto his shoulder, he glanced up at her and dusted off the ash with a smug look. He flexed his claws before stepping closer towards Bloom. "Say hello to Marion for me."

Just as Valtor's hand started to glow, the atmosphere changed. The sky darkened, clouds rolled in and the sound of distant cackles was fast approaching. Through the darkness, three figures could be seen, very dark figures. Valtor stepped back, his eyes widened.

The Ancestral Witches had arrived.

Bloom's heart began to beat faster. If they were here, where was the Company of Light? Had they been defeated? She began to wonder if there was even a chance of winning against all of these people: The Trix, The Ancestral Witches, and Valtor. It was too much. Bloom could see that the Winx were weakening. Up in the sky, they looked down at the scene with downcast eyes and heavy hearts.

Things were starting to look black.

**So that is the latest chapter. Yay! What's gonna happen next? (cue the dramatic music) Thanks for everyone who took the time to read my story, I really do appreciate it. If you have any advice, please let me know! I love to hear feedback so that I can improve my skills! Thanks so much, and have a magical day!**

**-Ihlonial**


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